Grimm Rats
by FiercesomestDefenestrator
Summary: A routine field trip to Forever Fall goes horribly, horribly wrong. FINISHED. Short epilogue is up! Thanks for the reviews!
1. Forever Fall (Emphasis on the Fall)

**A/N: Hey, welcome to our first multi-chapter story! Fiercesomest here, just writing a note to get you oriented. The way this fic worked is I wrote for Ruby and Weiss, while Defenestrator wrote for Yang and Blake. We planned juuuuust a little, but really not much beyond what type of enemy our fearless heroes were going to deal with. After that, well... haha, we surprised each other.  
**

**Anyway, if it ever seems choppy, it's because there are in fact TWO of us writing. So there you go. We tried to smooth it out a bit (Defenestrator was awesome at that) but you know.  
**

**Without further ado, enjoy the start of this craziness.**

* * *

Crisp leaves drifted to the crimson carpet of Forever Fall, the forest locked in eternal autumn.

"There haven't been any reports of large packs of Grimm in the area, but do keep an eye out for individual threats," Professor Goodwitch adjusted her glasses as she turned the teams of Beacon Academy students loose. Her purple and black half-cape swirled at her elbows, "and stay with your groups."

She remained behind as the students dispersed.

"Alright, Team RWBY," Ruby swung her arm to point ahead, "Let's go this way!" With her red cape and dark hair and clothes, she was almost camouflaged against the backdrop of the forest.

The weather was perfect. Bright sun, blue sky, soft breeze... the birds were out and even though the class had to come to collect samples again-this time bark and leaves. Apparently the sap wasn't enough for Beacon's biologists-Ruby couldn't help but grin and skip as she and her team trekked deeper into the forest. She scooped up an armful of leaves.

"Look, guys," Ruby threw the bright red foliage in the air, "It's confetti!"

The soft breeze from earlier blew most of the leaves into the face of her trio of teammates.

"Ugh, Ruby," Weiss swatted at the bits of leaf that got stuck in her hair, the red a stark contrast against the white. "Can't you be serious for five minutes?"

"That's right!" Yang added a little bit too enthusiastically. Being outside always made her a little giddy. There was nothing quite like fresh air in your lungs and sunlight on your skin. "Leaves are serious business," she continued, imitating Weiss's scowl and adopting her best melodramatic tone. She sidled up beside Ruby. "We should use Crescent Rose to rake them all into a huge pile... and then JUMP in it!"

Blake tilted her head to the side. She had been listening from the sidelines and finally decided to chip in. "Wouldn't that defeat the purpose of raking them into a pile?" she quipped, barely concealing a smile.

"No way! Not unless you're trying to clean the place up, since it would just get messy again." Yang cranked her arm back and delivered a solid right hook to a nearby tree, knocking loose nearly a foot of dead leaves as if to prove her point.

"Crescent Rose... doesn't really work as a rake," Ruby spun her beloved scythe-rifle open, a dozen springs and bolts locking into place as the weapon unfolded. The red paint and razor-sharp blade gleamed in the sunlight. "But... maybe we could borrow Pyrrha's shield to use as a shovel! Sort of. Too bad Jaune's team went the other way."

Weiss remained unimpressed by Yang's antics or Ruby's idea. She crossed her arms and lifted her chin, cold as a block of ice, "You do realize that we're in potentially Grimm-infested territory, don't you? Just because Professor Goodwitch said-"

"Weiss, Weiss, Weiss," Ruby's cape swirled as she hop-skipped the short distance required to throw her arm around the heiress's shoulders, "It's a nice, sunny day. Relax! It'll take two minutes to collect samples, and we've got a whole class period. I'm on high-alert for any signs of Grimm, and so is everyone else, right? You hear anything, Blake?"

Blake lifted her head to listen to the sounds of the forest. A light shuffle of leaves to the left, the wind rustling a bush to the right, birds chirping all around. She glanced briefly at the ground before blinking twice and shaking her head lightly. "Sounds all clear for now."

Her eyes shifted from Ruby lovingly cradling her scythe, to Yang leaning lightly on the tree she just dented with her fist, over to Weiss with crossed arms and an equally cross scowl, then finally down at her own empty hands.

"So... how many leaves and pieces of bark did Beacon's biologists want, exactly? None of us brought a bag."

"What?" Weiss pulled away from Ruby, "No one brought bags for samples? Ruby, you said you'd pack them last night."

"Oh, uh, I forgot?" Ruby held her hands up in surrender as her partner's expression darkened, "Wait. It's okay, we can just use..." she cast about for something suitable, cringing, "... well, you do have lots of leaves stuck in your hair. Maybe that'll be enough?"

This was not an acceptable suggestion at all, and Ruby knew it. She braced for the inevitable scolding.

Big sister protective reflexes kicked in full force as Yang power-slid to stand between her little sister and the heiress, who looked about ready to explode. "Hahaha Blake, what are you talking about, we don't need a bag! We're Team RWBY!" She whirled around to Ruby's backside, deftly removing her cape in one fell swoop before holding it up like a trophy. "We have Ruby's cape!"

"Of course! Yeah!" Ruby cheered her sister with as much Weiss-distracting enthusiasm as possible. She added in a hurried aside, "Just make sure to put the leaves in first so it doesn't get sap all over it please." Sap didn't wash out well.

"Hmph. Next time make a list, or something," Weiss grumbled, picking some of the leaves she'd missed out of her hair, "As your partner, I'm not going to allow you to rely on sheer idiotic luck for everything."

"Right," Ruby all but sighed in relief, shooting Yang a look of thanks, "Let's go collect stuff over by that ridge. That should be far enough in for what we need."

The ridge in question was maybe twenty feet high, a steep slope of dirt and shale. The roots of trees at its top showed visibly in the exposed earth. There were no signs of Grimm, or anything out of the ordinary really, though the ground did seem a bit spongier under the carpet of leaves. Or maybe the leaves were just extra thick.

After they'd laid her cloak out on the ground, Ruby asked, "Okay, so who wants to do bark and who wants to do leaves?"

A lazy grin spread across Yang's face. "We'll go ahead and take care of the bark..." She plucked one last leaf out of Weiss's hair. "...since you guys seem to have a head start on the leaves~! C'mon Blake!" With a parting wink at Ruby, Yang sprinted off towards the ridge.

Blake offered an apologetic parting smile to her team leader before chasing after the blonde. No one should have to deal with a grumpy Weiss on their own, but the scythemaster seemed perfectly capable of handling herself... sometimes. About halfway to the ridge she slowed to a stop next to Yang, who had paused in the middle of a patch of overgrown grass.

"These ones look like they have really peel-y bark!" Yang exclaimed, gesturing to the trees that surrounded the grassy clearing. The thin papery wisps of bark loosely wrapped around stout trunks reminded Yang of perfectly baked flaky biscuits. She glanced at Blake who was once again staring at the ground.

The distracted Faunus felt amethyst eyes upon her and looked up to meet their questioning gaze. "Sounds good to me," she replied with a straight-faced shrug.

Yang flashed her partner a quick smile before heading to the nearest tree. Out of the corner of her eye she saw Blake head over to a much larger tree in the opposite direction. A brief examination that consisted of one poke revealed the bark to be just as flimsy as it looked. She grabbed a huge chunk of bark and YANKED with all her might, reveling in the airy-but-surprisingly-noisy tearing sound it made as it pulled free from the trunk easier than butter. Waving the newly-liberated sheets of bark like a flag, she turned to show Blake. "HEY look how easy this... is?" An empty forest greeted her.

Senses immediately heightened, Yang spun 360 degrees, searching both the treetops and the horizon for her teammate. Nothing. Silence stretched around her. The only sounds came from a light breeze bending and twisting the tall grass of the clearing.

"...Blake?"

A crow cawed in the distance. It was then that she realized the birds had stopped chirping.

"Ideally we should be taking bark and leaf samples from the same trees," Weiss fumed, still a little miffed that Yang had the gall to touch her hair. "But I suppose since we weren't instructed to do that, any tree should be fine." She eyed Ruby's cloak, "We'll have to do some creative folding to keep the samples separate."

"Not a problem," said Ruby, who was already scoping out their options. "Do you think we should get some of the leaves that are still attached to the branches? You know, live leaves and dead leaves."

"I don't see why not. _Ruby what are you doing?!_" Weiss ducked as her partner swung Crescent Rose up to her shoulder.

"You don't have to duck. I'm not even _close_ to you," Ruby glanced over her shoulder at the heiress, "I was just going to bring some of the leaves to us."

"By cutting down the whole tree?" Weiss rolled her eyes. Talk about overkill. "Not that I'm in the particular business of saving trees, but let's conserve our energy, shall we?" She drew Myrtenaster and made a few deft motions with her hand so a snowy white glyph glowed beneath her feet. With an easy leap, she sprang thirty feet to land poised among the upper branches of their target tree.

"Well, I guess that works too," Ruby lowered her scythe, collapsing it back into its compact form and stashing it at her belt. She was only a little disappointed at not getting to slice anything in half. Oh well. She headed over to the base of the tree to scoop up some of its fallen leaves.

One armload ought to be enough. Maybe a small armload. She gathered up a crinkly bunch and circled the trunk, trying to spot her partner through the branches. "How's the weather up there?" Was that patch of white Weiss or a cloud? Another step back, and the ground gave way under her boots. "Whoa-!"

Up in the tree, Weiss had collected a neat stack of leaves, plucked from whichever branches she could reach. "The weather's the same up here as it is down there," she called down in annoyance. Really, it was quite peaceful up so high. Forever Fall stretched away in every direction, save the one blocked by the ridge they were working beside. A breeze swept across the forest, snatching at her hair and the flare of her jacket sleeves. The slender branches she perched upon swayed beneath her feet. A pity she had classwork to attend to.

With a short jump and another couple of glyphs to act as platforms, Weiss hopped back to the ground, only to find herself alone.

"Ruby?" She frowned, turning back to where they'd left her cape spread out on the ground. Her first thought was that her partner was being industrious and had decided to go ahead and collect leaves from a couple of other trees, but there weren't any leaf samples on the cloak.

There was no sign of her at all. A heavy silence filled Weiss's ears. What had happened to the birds? Slowly, she raised the tip of her sword as a flicker of nervousness came to life in her chest. She called a little louder, "Ruby?"

* * *

**A/N: Thank you for reading! We plan to update roughly twice a week. **

**Also - please never actually jump into leaf piles down south. There are spiders and you will die. **

**Hugs,  
Defenestrator**


	2. The Buddy System

**A/N: **Thank you all so much for giving our story a read. You guys are the best. ;3

Hugs,  
Defenestrator

* * *

Tiny whiskers twitched in blackness. A lone mouse scampered over to investigate a motionless figure lying prone in the dirt. Fetid teeth reached out for one... tiny... nibble... Amber eyes snapped open and Blake launched herself from the ground, rolling into a defensive kneeling stance. She immediately regretted the sudden movement as pain flared in her head. Her brain barely registered the patter of tiny clawed feet scrambling away for dear life. Pushing the discomfort to the back of her mind, the Faunus scanned her surroundings for any immediate threats, eyes unfazed by the complete lack of proper lighting.

She found herself in the very center of an enormous cavern that looked as though it could fit the entirety of Beacon's main hall building, twice. The loosely packed dirt floor was littered with mice and a handful of gaping holes which looked large enough to fit a train car or three. In the distance, she could just make out what seemed to be jagged walls, though they too looked closer to a sculptor's poorly-carved imitation of Swiss cheese than anything else.

Assured that nothing was about to jump her, Blake rose to her feet and proceeded to collect her thoughts. What was this place? How did she get here? Where was everyone else? She thought back as far as she could remember... The team had been sent to collect leaves and bark... she had gone off with Yang... and then... the ground. Blake glanced upwards - sure enough, if she squinted she could see a pinprick of light from where she must have fallen through.

She felt something drip slowly down the side of her face, and gingerly wiped the offending liquid away from her brow. She cringed when she brushed over an open gash on the left side of her head. Blake brought her hand to her face and sniffed lightly at the dark sticky liquid on her fingers. Yep, definitely blood. She sighed. A rock must have clipped her on the way down. Ugh, it was getting in her eye.

"Well, that explains the pain." Her voice echoed in the empty cavern, sending mice scattering about every which way. Mental note - this was a terrible place to talk to oneself. Blake squinted, it was getting harder to see out of her left eye and she needed something to staunch the flow of blood. Reluctantly, she pulled out Gambol Shroud. "Sorry," she mumbled quietly to it, as she removed its ribbon and began to wrap it tightly around her head. The disadvantage of having her blade disconnected from her arm was nothing compared to the disadvantage of being completely blind on one side. She would work around it.

Distant scratching noises snapped the Faunus back to full awareness of her surroundings. Quickly knotting the ribbon around her head, she whirled to face the direction the sounds came from. Her senses zeroed in on one of the more sizeable holes in the ground, not twenty feet away. She could tell the scratching was getting louder, closer, but it was difficult to judge distance on sound alone without knowing the enemy's size. Though, with the tremors that shook dirt down from the "ceiling" above, she could guess it wasn't exactly a lightweight. She crouched down to better feel the tremors with her hand, only for all motion and sound to cease. The complete stillness electrified her senses. Something was coming...

The second the thought entered Blake's brain, the ground in front of her exploded upwards with the force of a runaway train. She ducked and rolled, barely dodging rows upon rows of gnashing, gleaming white teeth aimed directly for her head. Through the dust scattered in the air, she could see the hulking silhouette of what could have been a rat, were it not roughly the size of a Nevermore. Telltale white plating covered in red markings shimmered in her darkvision. A Grimm.

It hadn't spotted her yet, she only had seconds until the dust settled. Far up in the distance, she heard someone call for her. The Grimm's attention shifted to the sound of the voice coming from above. Blake took her chance and bolted past the Grimm, towards the nearest wall. Out of the corner of her eye, she saw the giant rat lumber off in a different direction, probably still following the sound from earlier.

She could feel the ground sloping upwards as she ran out of the cavern and into one of the hallway-sized holes. Wind whistled through her ears. Wait one second... Blake reached up to touch her uncovered cat ears. Her face darkened at the realization that her bow had gone missing. Today was just not her day.

* * *

"Where did she GO." Yang plopped down beside the tree she originally peeled bark from. She had just spent the past five minutes searching the surrounding forest for her missing teammate. Her initial apprehension had waned once she realized there wasn't a Grimm in sight, and now she was just confused. A thought struck her. Of course - this must be a prank! Blake must be hiding somewhere! She immediately glanced back up at the treetops. Perhaps Blake was lying in wait, ready to rain water balloons of retribution on her head! Or, something like that. Well, TWO could play at that game.

The blonde's default grin returned full force as she grabbed the nearest low hanging branch of the tree beside her and launched herself up into its highest reaches. Using one hand to cover her eyes from the glare of the sun, and the other to hold onto the tree, Yang surveyed her surroundings. She could see everything from up here! Including... that person-sized hole... hidden in the center of the tall grass.

She went right back to being confused. Had Blake buried herself? How on earth could she prank anyone like that? Still, she crept back down the tree, down to the ground, and army-crawled through the tall grass over to the hole. Her eyes widened in surprise - it was way deeper than she had expected. She couldn't even see the bottom!

There was only one sensible thing to do. Yang stuck her head into the hole and shouted as loudly as humanly possible.

"HEY. HEY ARE YOU DOWN THERE? BLAAAAAAAAAAKE?"

She pulled her head back out and listened intently for a response. Seconds passed. It didn't sound like - oh! Something was moving down there! Something... big. She caught a glimpse of white and red. Something… that _probably_ wasn't Blake.

The ground beneath her erupted suddenly, as if she had been lying on top of an active volcano. Yang found herself flying through the air, face-to-face with a giant maw lined with razor-sharp teeth. She saw them for only a split second before they snapped down in a flash, attempting to crush her. Yang was faster. She caught one row of teeth in her gloved hands, and jammed her boots down into the other. The world spun around her before coming crashing to a halt. She had the Grimm momentarily stunned as she held its jaws open with her entire body. The thrill of battle flooded her veins with adrenaline and painted a smile on her face as she readied one arm to feed this beastie some delicious explosions.

A light fluttering of fabric stuck in the Grimm's teeth caught her eye, causing her heart to plummet through her stomach and into her feet. Blake's bow, tattered and bloodstained, burned its image into her eyes.

* * *

Ruby slid into darkness with a shower of dust and leaves. She scrambled for purchase on shale and loose dirt but nothing slowed her descent. Gritting her teeth, she unhooked Crescent Rose from her belt and swung the scythe open in the dark, bracing to keep from slicing herself as she brought the still unfurling weapon around to bury its blade in the dirt. The drag pulled her arms almost out of their sockets, but at last she hung still against the almost vertical incline, hanging from Crescent Rose's shaft.

"Whew," she rubbed her eyes, but it didn't make a difference. Everything was pitch black. Where had this tunnel come from, anyway? She had better let the others know so they wouldn't fall in by mistake too.

She looked up, seeing nothing, but trying to figure out a way to get back up nonetheless. Then she heard a scuffling below her and looked down.

Red eyes loomed up to meet her. Ruby paled. The faint glow was enough to illuminate a set of enormous rodent teeth as they snapped at her leg...

... and clicked sharply together on a paltry handful of rose petals.

Ruby shot upward, not as quickly as her semblance would allow her to if she could, say, see anything. Crescent Rose knocked against rocks and Ruby scraped elbows and knees on unexpected twists in the steep-sloped tunnel. Another set of eyes dropped into her path- from a tunnel above hers?

"Eep!" _Not good, not good, not good. _She pulled up short, bringing her weapon to bear on the Grimm. Its claws or teeth or _something_ raked her sleeve. She fired point blank in its face. The report was deafening in the small space, and the recoil sent her hurtling back down the tunnel even as the monster screeched in pain and _didn't die_.

The muzzle flash had given her a lightning-quick glimpse of what she was up against. The red eyes were set in a wicked face as long as she was tall, bristling with fangs and whiskers: Grimm rats.

She didn't have time to panic, though. She twisted mid-air in the dark and with a swift sweep of steel that brought a cascade of dirt down over her, she brought Crescent Rose around to fire at the second rat below.

Thank goodness she'd picked the Dust-laced ammo. Lots of flash that way.

This time she got a view of the tunnel itself. It stretched downward into the earth, wide and riddled with side passages brimming with nightmare eyes. More rats. Her mouth went dry. More than she could shoot. _Way_ more, and they were all looking at her.

Ruby dove for a side tunnel, landing in a blind sprint and praying it wasn't a dead end as the horde of Grimm began to pour into the hole after her.

* * *

Normally Blake was a fan of a bit of quiet time to herself, but she now knew that her preference did not extend to long solitary walks through underground rat caverns. Having slowed her pace once she was sure of her distance from the Grimm rat that had accosted her earlier, Blake silently crept alongside the walls of the tunnel. At least, as silently as she could manage what with all the loose gravelly dirt and rocks scattered about.

The tunnel's path took a sudden sharp turn to the left and shifted once more from an incline to a decline. Blake's face twisted in annoyance. This place was labyrinthine at best, and she had a sneaking suspicion the old keep-one-hand-on-the-wall trick would not get her back to the surface any time this century. Her tunnel dead-ended into yet another T-junction. The Faunus growled. "This is getting old."

Her ears pricked at a strange sound echoing from the left path. It was getting louder, closer, and fast. Before she could even register the word "stampede" a flash of black and red sped past her, followed by 2, 5, 10, she lost count - a horde of Grimm rats. Blake unsheathed Gambol Shroud and gripped the scabbard. As soon as the last rat thundered by, she sprinted after them, gathering enough speed to run up along the wall out of the way of the horde's trampling steps.

She kicked off of the wall and slashed mercilessly at the eye of the rat she landed on, immediately jumping to the one in front of it as the injured beast lurched to the side and knocked yet another Grimm rat into the tunnel wall. The resulting cave-in threw the rear half of the stampeded into a scattered frenzy.

Sparing only a second to check her makeshift bandage, Blake shot forward once more. She bounced from rat to rat, leaving behind shadow-clones which darted into side-tunnels, further thinning out the horde as rats changed course to chase after newer, closer targets. Finally, she landed on the rat at the head of the stampede.

From her new vantage point, the Faunus's sharp eyes caught sight of Ruby roughly ten feet ahead, running full speed... straight towards a gaping hole in the ground. Right. Human eyes - worthless in the dark. She stood tall on the Grimm's head, thankful that it was too focused on the fleeing scythemaster to care.

"RUBY. JUMP."

* * *

Ruby needed a plan, like, immediately, but the only thing that came to mind was 'keep on running so the giant rats don't bite you in half'.

She adhered to this strategy, racing full-tilt down the tunnel. She dragged the tip of her scythe along the edge of the tunnel in front of her to maybe help her tell if she was about to hit, oh, say, a wall.

The hot breath and enraged snarls of the rats behind her filled her ears. How many _were_ there? She darted a glance over her shoulder and saw only a mass of red. _Plan. Gotta come up with a better plan._ She shut her eyes and put on more speed. If she could see this would be a _whole lot easier_.

The tunnel shuddered, and some of the rat snarls grew in volume. Maybe they were fighting among themselves. That would be helpful.

An exit from this crazy death maze would be _very _helpful.

All of a sudden, someone was yelling at her to jump. Before she could even process who was yelling or why she would need to, her boots found empty space where there had been floor a second before.

Oh. _Jump. _

Too late to follow that suggestion, she twisted, catching the lip of the pit she had charged into with Crescent Rose. The blade caught, digging deep into the packed earth, grinding on stone, and Ruby was jerked back against the side of the hole, knocking the breath out of her lungs.

She clung there, gasping for breath, as she heard the scrabble of claws, felt a rush of air. The rats were pushing each other over the edge of the hole. Ruby pressed herself against the wall of the pit as the Grimm hurtled past.

* * *

Back on the surface, the single Grimm rat that had broken from the crimson carpet of leaves snarled, as it tried to crush Yang in its jaws.

The high-pitched ring of honed steel was the only warning it had before Weiss's blade stabbed into its brain through its ear. The creature shuddered briefly and went limp.

The heiress pulled her blade free, wiping dark blood off in the creature's wiry, almost armor-like fur. She gave Yang a cursory glance, and seeing no injuries asked, "Where's Blake?"

The fencer's words nearly slipped past Yang as she stood transfixed by reddened black fabric clashing against the white teeth she still held above her head. Her mind reeled. She had never lost a partner before. Beacon's professors had always warned them that these forests were dangerous but... What happens when you're eaten by a Grimm?

Are you trapped inside? Do you dissolve into smoke with them? She shook her head. No. She refused to give into despair. Blake was stronger than that - she'd seen the Faunus throw down during that battle with the Nevermore and then some. That girl was no pushover. But... Doubt began to creep its way back in. Why hadn't she heard any kind of scuffle? Gunshots? A call for help?

Yang gently pried the bow from its spot wedged between arm-length canines and stepped out of the Grimm rat's jaws, letting them flop shut behind her. Eyes shrouded with uncertainty, she glanced from the bow to Weiss and finally responded to the heiress's question with the only honest answer she could give.

"... I don't know. We were collecting bark samples and then she just wasn't there and -" She paused.

"Where's Ruby?"

Weiss's mouth was set in a thin line as she looked at the ribbon Yang had picked out of the massive creature's teeth.

Grimm rats: they came in packs and lived in burrows- extensive burrows. They ate anything that moved-or didn't move- almost indiscriminately. She pushed thoughts of her Faunus teammate from her mind and glanced at her scroll. No signal.

"Underground," she said in answer to Yang's question. Underground and fine. Ruby was her partner, and she was an _idiot_ sometimes, but she would be fine, at least till she could get to her. Any other possibility was unacceptable and thus impossible. Her partner was going to be _fine_.

The rats wouldn't be so lucky. The heiress strode to the edge of the hole the Grimm rat had made when it appeared. They were messing with Ruby, and messing with Ruby meant messing with Weiss. Still, there could be dozens of them down there. Hundreds. The hair on the back of her neck prickled, but she ignored it, spinning Myrtenaster's Dust chamber so it locked in on ice blue, "Go and get Professor Goodwitch. We're going to need back-up." She stepped off the ledge, already half-forming the glyph she would use as a platform on her way down.

"Weiss!" Yang lashed out, firmly gripping the heiress's shoulder and pulling her back before she could drop through the hole. She quickly raised her own arm to the sky, gauntlet plates shifting and locking into place as she fired a full clip of explosive red rounds into the sky. That should alert someone. It would have to be enough.

Together she and Weiss had dropped one Grimm rat easily enough, but the heiress knew just as well as she did that these things weren't exactly loners. The thought of Blake, and now her little sister, down there in the heart of their den, alone... Yang shook her head vigorously, putting that train of thought to an immediate stop. She forced a smile.

"C'mon, you're forgetting Rule #1 - stay with your group." Amethyst eyes locked with blue. "Ruby and Blake might not have had a choice, but you're not going down there alone."

Weiss jerked away from Yang's touch instinctively, bristling like an angry cat. "Explosive bullets aren't exactly going to explain what happened," she held the brawler's gaze, scowling at the time being wasted in this exchange. She felt a tremor from underground. There was nothing for it: they needed to go.

"Fine. Have it your way," she straightened the collar of her bolero and prepared another glyph for the trip down into the dark labyrinth that surely awaited them, muttering under her breath, "You won't exactly be unwelcome."


	3. Fighting in the dark

**A/N: Can I just say that I love Defenestrator's Blake? Because I do. And also Yang. (But especially Blake.)**

**Also, our plan is to update Saturdays and Wednesdays for the foreseeable future. Good times.**

**Right. On with the story. Fiercesomest out.**

* * *

In her haste to depart from the back of the Grimm rat currently diving over the ledge she had just seen Ruby plummet into, Blake nearly missed the glint of metal from Crescent Rose alerting her to her team leader's position. She landed and rolled to her feet, immediately taking in the scene before her. Nearly every rat left chasing them charged forward and took the plunge, but one straggler had just enough room to stop.

The Grimm's enormous whiskers twitched and shuddered as it sniffed at the air right above the tip of Ruby's scythe. Acting on reflex, Blake shot forward and vaulted herself over the head of the rat. Aim hardly mattered as she fired a volley of rounds at nearly point blank range across its face before landing near the tunnel wall.

Blake readied herself for another go as the Grimm reared back and screeched in pain. She paused when her ears picked up a familiar noise coming from the wall behind her. She barely darted forward in time as the wall exploded into a shower of debris and gnashing teeth behind her. Another Grimm rat. The opposing wall followed suit, exploding forth into at least three more rats.

Blake glanced down at her bladed pistol. That's right - sound. These things were drawn to the sound of gunfire. She reverted Gambol Shroud back into a katana and jumped just as the rat she'd shot in the face charged her. It collided with the rat behind her with a resounding crunch, and she landed briefly on its back before yet another rat reared up and swiped a clawed hand in her direction.

Ruby's nerves were strung tight as wire as she swung herself up to perch at the edge of the gaping hole. She recognized the shots ringing out in the darkness as Gambol Shroud's. That meant Blake was here. Blake had been the one to yell at her to jump. And now Blake was fighting a bunch of giant rats by herself. How was Ruby supposed to help her when she couldn't see? The muzzle flash from her teammate's weapon wasn't enough to illuminate the tunnel, but it told her what she needed to know. There were rats everywhere, bursting through the walls and making straight for her teammate. Blake was never in the same place twice.

_They're ignoring me_. Ruby's heart pounded in her ears as she wracked her brain for any facts about Grimm rats. They'd studied them, had an entire class lecture on them she was sure, but all she could come up with was an old bedtime story Yang had read to her ages ago. It was enough, though, because in the story the Huntress had been careful about noise. Grimm rats were sensitive to sound.

Blake quit firing at them, apparently coming to the same conclusion. Ruby's pulse quickened because now she couldn't see anything except the occasional blink of red or flash of steel. The snarls and snaps grew louder, the cloying smell of the rats denser as more and more crowded in, ignoring her for the moment as she crouched uselessly at the edge of the hole with Crescent Rose.

Rats continued to pour in from the newly opened paths, crowding the already cramped tunnel. It was all Blake could do to dodge teeth and claws and spiked tails coming at her every which way. A claw passed inches from her face. There were just too many, and using her artillery would only draw more. Teeth snapped down where her leg had been only seconds before.

An ominous rumble shook the ground. Clumps of earth pattered down around Ruby. They had to get out of here. If she could just find Blake... Ruby braced her weapon with its tip in the ground so the recoil wouldn't throw her back into the hole. Thank goodness she'd used enough Dust in her bullets to be showy. She would only get one shot-hopefully she would be able to see her teammate in the flash- and she would have to be fast or the rats would be all over her. But hey, fast was her thing, right? She swallowed thickly and squeezed the trigger.

Blake had completely lost sight of Ruby in the fray, but if she was there, she needed to know. She shouted over the din of snarls and the rumbling that had begun right above their heads.

"RUBY! Whatever you do, DON'T F-"

Her warning was drowned out as the ceiling caved in, matched in volume by the report of Ruby's shot.

For Ruby, the light was enough.

It was a terrifying freeze-frame. The tunnel was full of rats, huge and bristling with teeth and claws. The roof had crumbled and was coming down in massive chunks. Blake stood in the middle of it, just visible through a gap in the giant, furry monsters' bodies.

Ruby didn't have time to think when she dove forward, semblance kicking in as she raced the collapsing earth. She tackled Blake, her shoulder ramming into the older girl's stomach and propelling them both past the rats and past the edge of the cave in.

Almost past, anyway. Quick as she was, something clipped her in the leg. She went down hard, taking Blake with her.

Of all the things Blake was expecting, being full-body tackled by Ruby was not one of them. White-hot pain shot through her head when they met the ground with unexpected force. Vision swimming, the Faunus whirled around to see what had tripped her teammate. The spiked tail of a Grimm rat had caught the scythemaster's thigh, leaving a long, deep trail of red.

_Teeth that tear and claws that rend, but meet the tail and meet your end._

Blake's blood ran cold at the unbidden memory of a simplistic rhyme the professors had taught them during their class on Grimm rats. The spikes jutting from their tails were toxic, covered in a poison that Beacon's scientists had only recently begun to study due to the dangerous nature of collecting samples. She had no idea how the poison affected the body, but Ruby's paling complexion did not bode well. The familiar sound of distant rumbling returned, snapping her thoughts back to the present. Between Ruby's rifle shot and the cave in, this area was about to be swarmed. They had to go, now.

Ignoring the way the tunnel seemed to start spinning when she stood, Blake pulled Ruby's arm around her shoulders, wrapped her own arm tightly around the younger girl's waist, and took off sprinting towards the nearest side-tunnel just as more Grimm rats began to pour in from the ceiling. She took every turn she came across, leaving shadow clones to distract whatever might be following them. Left, right, right again, upwards.

There! Blake spotted a crevice in one of the walls, just big enough to fit a couple of fleeing huntresses. Sending out one final shadow clone that continued down the tunnel past them, she darted inside the small open space, pulling Ruby along with her. She slumped against the wall as countless rats thundered past their hiding place, chasing after her fake.

Ruby kept her arms wrapped around Blake's shoulders, the pain in her leg and this weird fuzzy feeling in her head making it hard to think straight. She still couldn't see anything, which meant a lack of red, which meant a lack of rats. That was good. She shifted a little. Blake was warm, and her heart was beating fast. Ruby put her head down against her shoulder, mumbling thickly, "Wow, Blake, I'm glad that you're a cat. I mean, they're rats and cats chase rats, right? Also, your hair smells nice."

Blake cringed. Not for the pain in her head, but for listening to her team leader quickly losing coherence. She tightened her grip around the smaller girl as she mumbled something about hair. "Ruby," she implored as quietly as possible, "stay with me." She added as an afterthought, "My hair smells anything but nice right now." The Faunus glanced out into the tunnel, eyes searching for any trace of the Grimm rats. Nothing. They had all passed by. Good - that gave her time to think.

She briefly wondered why Ruby was down here. Had she organized a search? That couldn't be right, then everyone would be down here. Unless, they'd also been attacked, maybe gotten separated? Blake pursed her lips. Yang and Weiss's locations were a mystery, but Ruby was right here, and she needed help sooner than later.

She dropped her gaze back down to check on Ruby's leg. The bleeding had mostly stopped. Blake sighed in relief. Without Ruby's cloak, there wasn't much she could have bandaged it with. Just then, a nagging feeling washed over her as she stared down at her team leader. Something wasn't quite right. Something else was missing.

The realization crashed over her like a ton of bricks: Crescent Rose.

Somewhere between here and the cave-in, Ruby had dropped her scythe.

"I'm staying with you," Ruby assured Blake in a daze. Her breath came short and quick, and she was starting to feel too warm. She tried to get to her feet and was assailed by a dizzy, sick feeling. The pain in her leg was worse when she moved but she hadn't quite connected the pain to the movement and this was no time to give in to battle injuries anyway so she kept trying to get Blake to let go of her so she could stand up in the narrow crevice.

She closed her hands on empty air, sure that it was Crescent Rose's shaft. "So are we fighting Grimm or what? We need to... to... uh..." she paused, trying to remember what they needed to do, and then she threw up.

"Ruby!" Blake shifted sideways, barely dodging the stream of projectile bio-hazard aimed at her feet. Her brows furrowed. Her team leader's condition was declining at an alarming rate. "No, we are definitely not fighting Grimm right now." She glanced once more out at the tunnel. Still clear. "We need to get out of here."

She gently disentangled herself from the younger girl, and stepped into the open tunnel, drawing Gambol Shroud. Taking care to make as little noise as possible, she scored a three foot long arrow into the ground. If anyone was looking for them, hopefully it would be impossible to miss. Not to mention if they got lost, it would mark where they had already been... She hoped it wouldn't come to that.

Returning Gambol Shroud to its sheath, Blake ducked back into the crevice and pulled Ruby's arm around her shoulder, half-lifting her to her feet as gently as possible. "Let's go." Keeping her ailing team leader close to the wall, they started down the tunnel.

Right. Getting out. Ruby could understand that. What she couldn't understand was why the floor seemed to be made of jelly. Or was that her legs? It was so dark- she saw shapes and ghosts of movement, but couldn't track any of it with her eyes, so she shut them and tried to swing Crescent Rose with her free arm to disperse the things that weren't there.

It was a weak swing, granted, and she'd kind of forgotten to do the whole walking thing, so she was basically dead weight hanging on Blake's shoulder. The dizzy feeling hadn't left since she'd thrown up. Breathing wasn't going so great either, and why was she so hot? She held on tighter to Blake as the earth lurched and spun like some kind of sick rollercoaster, "Can we... get off this ride please?" She fumbled to press her hand to the wound on her thigh, grimacing.

* * *

Yang leaped into the hole after Weiss, firing off a few rounds from her fists to slow her decent and landing without incident. She blinked a few times. Her eyes were open, right? "Jeeze it's dark in here. Weiss? Where are you?" Agh, she couldn't see a THING. If only she had some sort of flashlight or torch or - oh, right. Yang closed her eyes in concentration. Her fiery semblance exploded around her, enveloping the blonde and bathing the surrounding area in light. She opened her eyes again, only to be met with the sight of dark crimson beneath her feet, flashing and shimmering in the light of her flames.

Blood. It smeared the floor, still wet in places. There was a fair amount of it, but not a fatal amount. Weiss made this brief assessment as she got over her night-vision being ruined by a certain blonde's bright semblance. The echoes from Yang's weapon quit ringing in her ears. She rounded on the taller girl.

_"You,"_ Weiss hissed, "Are you completely and utterly brain dead?" A little wary of being set on fire, she tried to be civil through clenched teeth, "What three things do we know about fighting Grimm rats?" she didn't wait for an answer, "One: they come in packs big enough to eat most of Vale. Two: their tails secrete a poison we really want to try to avoid, and three: _they're attracted to loud noise_. Like _gunfire_, or, I don't know. _Explosions._"

Sounds of clawed feet scrabbling on dirt already filled the cavern. They would have to make a tactical retreat. It was all Weiss could think of, but how would that help Ruby or Blake? She tightened her grip on Myrtenaster's hilt and turned to face the mouths of the tunnels, "I can lead them back above ground. Unless you have a better idea?"

Weiss's tirade rolled over Yang like water off a duck's back. She could barely hear the heiress's words for the blood rushing through her ears. Anger. Rage. Hatred. Seeing what was likely her partner's blood covering the ground set something off in the blonde brawler. She was livid. Angry at the blood on the floor, angry at herself for having split off from the group, angry at the Grimm rats for _existing_.

In the back of her mind, Yang knew she would be a better decoy than Weiss, and that the graceful heiress would have a much better chance of sneaking through the tunnels undetected... but really, she just wanted these rats to pay.

The fire of Yang's semblance was a mere candle compared to the inferno dancing within her heart. Teeth set in a snarl, she faced Weiss. "They like explosions? I'll GIVE them explosions." She glanced at the oncoming horde, before looking back at Weiss. "I'll distract them. Go find Blake," an indescribable emotion flashed through the storm behind her eyes, "... and my sister."

Without waiting for a reply, she launched herself into the air, firing both fists behind her to gain height and speed before landing and rolling into a full sprint - straight into the heart of the approaching horde.

"Oh, so _now_ you want to split up? That's just great," Weiss shouted in the wake of Yang's departure. The sisters both had a flair for the dramatic, and it was beyond irritating. Sometimes, it was downright terrifying. The thought crossed her mind as she watched the blonde hurtle through the air like a comet, headed straight for the snapping teeth and ripping claws of the Grimm rats.

Either way, it was time to go. She pressed her back against the cavern wall next to one of the tunnels as the last of the Grimm rats poured out, intent on the fray up ahead. Then Weiss slipped into the blackness of the tunnel, leaving Yang to keep the rats busy. The brawler was more than capable of dealing with a couple of Grimm- overwhelming numbers could be a problem, though, so Weiss determined that she'd better find Ruby and Blake as quickly as possible. Not that she had been planning to take her time before, but still.

After a few steps, she activated her rapier's Dust chamber. A soft glow emanated from the slender blade, bathing her immediate surroundings in sapphire. The light didn't reach the roof of the tunnel-Weiss made a mental note to watch out for unexpected visitors from above-but it was more than enough to illuminate her path. She straightened her shoulders and allowed Myrtenaster's tip to brush the packed earth, causing a delicate patch of frost to bloom into existence. She set her pace, quick but manageable, marking her trail with Dust-enhanced frost and ignoring the cold, shaky dread gathering in her chest as the tunnel sloped down into the dark.


	4. Trials and Trails

**AN: So, there's this fantastic motto that Fiercesomest taught me to use while writing - when all else fails, make things worse. We... do that a lot. (Also, Fiercesomest is a sweetheart who writes a fabulous Weiss and Ruby and likes to make people blush with compliments. That fiend.)**

**Onward to the chapter!**

**Hugs,**  
**Defenestrator **

* * *

Yang's semblance illuminated the sea of rodents beneath her. Using their heads as the occasional springboard, she jumped and twisted above the Grimm rats, forcing them to rear upwards to reach her. It kept her away from those troublesome tails - she had nearly taken one to the face when she first rushed into the fray. The brawler dove headfirst at a Grimm rat, delivering an explosive punch to its eye and using the recoil to propel her backwards into yet another rat that had come up behind her. She kicked off from its nose, backflipping high into the air and peppering the Grimm below her with a volley of explosives in a wide arc.

The bright red flashes allowed her to briefly see a good deal farther out. The entire cavern floor was now a writhing mass. Yang angled her decent towards yet another rat, catching its whiskers and swinging around to jam her boot straight into its eye before unloading a full clip into its ear with her fist. She leaped back into the air as the Grimm crumpled, firing into yet another rat's snapping jaws that had appeared just as quickly as the last had fallen. A low growl escaped her. She would exterminate them all if she had to.

* * *

Weiss stood frozen in front of what looked to be a recent cave in. She'd been wandering the tunnels leaving ice markers for an indeterminable length of time. She'd only encountered one rat, which she managed to avoid by using one of her glyphs to perch suspended on the ceiling until it scurried passed, presumably on its way to whatever savage free-for-all Yang had set into motion.

The air in the tunnel was cool and damp. The piles of collapsed earth blocking the way were raw, unpacked. Weiss took a slow, deep breath, holding it for a second as she lifted her Dust-infused sword.

The blue light glinted off of a familiar, curved blade. It lay abandoned on the floor of the tunnel. The heiress's gaze flickered, taking in her immediate surroundings. A hulking Grimm rat's body lay half buried in the mounds of dirt, its back legs and tail all that remained visible. The walls were riddled with newly-dug tunnels. The dense smell of earth and the cloying stench that accompanied the soulless creatures of Grimm filled the place. There was no sign of her partner.

Weiss swallowed, her mouth suddenly dry. She knelt to examine the scythe, looking for some kind of indication that Ruby had left it behind on purpose. That would be ridiculous, though; a Huntress, going weaponless in the field? _Ruby_ going without _Crescent Rose_? Weiss clenched her free hand into a fist at her side so hard it shook.

Then she turned, enacting a glyph that sent her shooting down what she took to be the main passage leading away from the cave in. If Ruby wasn't dead, she was going to need help fast. And if she was, well... Weiss picked up her pace a little, dodging half-collapsed tunnel entrances and uneven boulders in the floor. She wasn't quite ready to think of giving up.

* * *

Blake sighed. Another dead end. She and Ruby had been creeping around these tunnels for what felt like hours. The Faunus kept her ears strained for even the slightest sounds in the distance. Still nothing. She frowned in confusion. The rats had been mysteriously absent for a while now. She briefly wondered if they were off chasing something- some_one_ else.

Treading softly nonetheless, she brought them back to the four-way crossing they had just come from and leaned Ruby against the wall before unsheathing her katana. Gambol Shroud's blade bit into dirt, marking the ground near the path's opening with a large X.

Just as she moved to return to Ruby, Blake's ears picked up a sound in the distance, coming from the tunnel to their left, one they had already explored. Something was headed their way. She darted back to her team leader and pressed the smaller girl against the wall of the tunnel that led to the dead end. Hopefully the corner would keep them hidden. "Ruby," she whispered, "stay quiet."

Ruby started to say something but it turned into a wordless whine. She ducked against her teammate and closed her eyes.

* * *

Time lost all meaning to the brawler performing her fiery waltz through the air. Fighting like this was comforting in its own way. The rage kept her from thinking about anything but the battle at hand. Kept her from worrying about Weiss, and Blake... and Ruby. "She's gonna be FINE," she shouted to no one in particular, accentuating the final word of her sentence with a vicious left hook, straight into the eye of the nearest Grimm rat.

She punched too hard. Yang's arm sank nearly halfway into the creature's skull, gauntlets catching on the edge of its eye socket when she tried to pull back. It only took her a second to fire off a round, forcibly ejecting herself from the now-dead Grimm's cracked cranium, but it was a second too long. Another rat caught her arm square in its teeth, biting down with a vice-like grip.

The brawler whirled around and snarled, throwing her free arm up into the Grimm's nose and firing a full volley directly into its face. The rat threw its head to the side before crumpling, tossing Yang in a high enough arc for her to hit the wall of the cavern with her feet, and vault back to the ground before rolling between endless clawing, scratching feet into a full sprint.

She spared a brief glance at her left arm as she tore through the forest of claws attempting to crush her. It hung limp from her side, riddled with holes from the Grimm's teeth. Well, this was no good. She leaped over an oncoming tail. Time for a change of plans. She slid to avoid a pair of teeth before firing a shot to her side to deter a rat that was about to step into her path.

Yang used the force of the shot to alter her trajectory, now running towards where she remembered seeing the cavern walls from above. If she couldn't fight, she could at least lead them on a wild chase.

* * *

There were arrows carved in the tunnel floor. Weiss wasn't sure how many she had missed before she noticed the markings-she'd been travelling fast. Too fast, apparently, if she'd missed such a detail, but at least she had to be getting close.

... that's what she thought anyway before she skidded to a halt in the middle of some kind of crossroad. Myrtenaster cast enough light for her to note three tunnels branched off in different directions in front of her. Her helpful arrow seemed to have been replaced with a useless X. Which way was she supposed to go? She scowled with impatience, pausing for a second to catch her breath. She was going to have to be careful about expending so much energy on her glyphs all at once down here.

Peeking out from behind the corner, Blake nearly did a double take. Relief washed over her the instant she recognized the icy heiress standing not 15 feet away. She pushed away from the wall, keeping one arm around Ruby, and hissed in a loud whisper, "Weiss? Weiss - over here!"

Weiss snapped into a defensive stance at the sound, her sword flaring with blue light as she prepared to flash-freeze whatever had found her. She caught a glimpse of amber eyes. "Blake?" she lowered her guard and stepped forward, lighting the mouth of the tunnel they'd been hiding in, "Ruby! What happened?"

Ruby was of course in no shape to explain. She lifted her head a little and mustered a pained grin, "Hey, Weiss. You... look kind of blue."

"You insufferable _dolt,_ do you have any idea how-_how_-" Weiss stopped when she noticed how flushed the younger girl was. Her silver eyes were dull, and Blake seemed to be the only thing keeping her from toppling onto her face. Just... what? Confused, she glanced at Blake, noting the black bandage on the Faunus's head.

Blake took note of the confusion in the heiress's gaze. Her features darkened. "Ruby's been struck by a Grimm rat's tail. I don't know what it's doing to her, but we have to get her out of here, now." She glanced around the corner. If Weiss was here... She expected to see a blazing ball of yellow running towards them at any minute, but she saw only empty tunnels. Amber eyes glanced back at blue. "Is Yang with you?"

"No," Weiss dodged her eyes as she moved to help support her partner. "She... stayed behind as a distraction."

The words came out almost automatically as she assessed the younger girl. Ruby's head hung low and she wasn't even trying to keep her feet under her. There was some kind of gash in her leg that was seeping blood. Probably where she got hit with the tail. Her skin was blazing hot to the touch and her breathing came in quick, uneven gasps. Weiss got her arm around her partner's waist- she was heavier than she looked. "Ruby, if you even think of stopping breathing, I'm going to kill you."

"Hey, I... missed you too," came the pain-choked response.

"Seriously," Weiss growled. "I will kill you."

Blake watched the exchange with a small smile. It disappeared when the reality of Yang's whereabouts fully registered in her brain. Her partner was still down there somewhere? Alone? The blonde was formidable to be sure, but she was also terribly, dangerously reckless.

She pushed the nagging worry away - Yang was more than likely just fine, she had to be, but Ruby... A thought crossed her mind. "Weiss - how did you get down here?" Hope sparked in her chest. "Do you know the way out?"

"Of course I know the way out," Weiss scoffed. She gestured back down the tunnel with Myrtenaster, the soft wash of blue light sparkling in the streak of frost she'd left on her way into the crossroads. "I trust you two can hold together long enough to make it."

Ruby roused herself enough to grip her teammates' shoulders. "Blake, what... what's with the bandage?" Red streaked the heiress's white combat skirt where it had brushed against her leg, "There's blood- are you okay?"

"It's yours, you dunce," Weiss hiked Ruby's arm up a little farther over her shoulder, darting Blake a look that said, "We'd better hurry."

* * *

Running was starting to get old. Aaand tiring. Yang's legs ached. She sprinted alongside the wall of the rounded cavern, leading the horde of rats behind her in a never-ending circular chase. These rats, she decided, were really _really_ stupid. Sure their size was formidable, sure they had lots of teeth and claws and a tough-as-armor fur and deadly spiky toxic tails.

Honestly though, if they weren't en-masse, these things would be a joke. After firing behind her to bolster her speed and keep the rats interested, Yang checked her ammunition. She was dangerously low on both regular and explosive shots, which limited her options to no small degree. Anxiety began to creep its way through her rage. She wasn't sure how long she could keep this up.

Before she could continue that unpleasant line of thought, the brawler's blazing semblance suddenly reflected a wall of red eyes shining right in front of her. Part of the horde must have circled back around. Yang grimaced. Maybe these things weren't so stupid after all. Not wanting to waste a shot just on changing her running trajectory, Yang dropped and slid beneath the first rat of what could have been hundreds for all she knew. She dodged a claw, ducked under another, sidestepped chomping jaws aimed at her injured arm, evaded two tails aimed directly at her head. There were just too many threats at ground level.

The brawler knew that she needed to get back into the air if she was going to have any chance. Yang jumped over another tail aimed at her knees, using one of her few remaining shots to give her a height boost. She nearly missed the second tail coming at her from her left. Caught mid-air on her injured side, the brawler twisted and barely blocked it with her right arm's gauntlet only to be thrown back from the force of the blow, directly into the wall. Red stars flashed behind her eyes upon impact. Yang slid to the ground, dazed but coherent enough to register the horde closing in around her. She threw her good arm out in front of her, ready to make one last stand… while sitting.


	5. Here comes the cavalry!

**A/N: We wrote this before Volume 2's episode 4, so... I guess we're now operating under the assumption that Yang's get-stronger ability eventually burns out. And maybe it does! Who knows? Good times. **

**Also, Defenestrator hides off screen when I compliment her over skype so I can't see her blush. Well, she did this one time, anyway.**

**(It was really cute.)**

**Fiercesomest**

* * *

The Grimm rats chattered and snarled in anticipation of their victory as they crowded in around the battered and bleeding Yang. A truck of ammunition wouldn't be enough to take the horde down now, and something in their dark, soulless minds told them that their prey was almost out.

An especially large rat- at least half again as big as most- forced its way to the front, whiskers twitching and meter-long fangs glistening in the fading light of the girl's fiery semblance. Its red eyes glowed with the insatiable need to kill as it loomed over her.

This was it. The rats climbed over each other madly, afraid of the head rat but eager for blood, pressing closer and closer.

Far above, the spot of daylight in the cavern roof darkened.

"YEEEEEEEEHA!"

Before the Grimm even had a chance to look up, death descended on them in the form of Nora Valkyrie. Her massive hammer smashed into the skull of the giant rat, sinking its teeth full length into the floor. Its forehead was instantly rendered concave, as were the two rats' on the receiving end of her second attack.

"To the rescue!" She crowed, her teal colored eyes wild as she brought Magnhild around in an underhand swing. It connected with another rodent's jaw, sending the Grimm hurtling through the air like a ragdoll hit with a wrecking ball. "Ren, hurry up! I'm making-" another swing, another flattened skull, "_rat pancakes_."

Yang dropped her arm and wondered for a moment if she was hallucinating. The rats were ignoring her, instead chasing after a whirling blur of pink and white deftly wielding a very familiar hammer. A dead Grimm rat's mangled form dropped right in front of her, slapping her in the face with wiry whiskers. Nope, definitely real.

Without warning, a shadowy figure dropped right next to her, followed by a quiet monotone voice. "Nora. I'm pretty sure pancakes aren't made of meat."

The brawler instinctively jerked herself up off the ground, facing the unknown presence as she fell back into a fighting stance that kept her injured side behind her. The room began to spin, but she was able to focus on a pair of eyes glimmering in the light of her slowly diminishing semblance. The bright pink pinpricks were way too small to be any sort of rat. Yang took a tentative step forwards, illuminating more of the figure. A green and white outfit... black hair... and a pink streak that Yang would recognize anywhere.

"...Ren?" Relief was evident in her voice. The taciturn hunter simply nodded. Yang smiled for the first time in what felt like ages. Her signal had worked! Backup was here!... She blinked slowly. Where was here again? Yang shook her head, trying to dispel the fog creeping up on her thoughts while pointedly ignoring the warm wetness gathering in her hair and trailing down the back of her neck. Her semblance flickered. "Weiss, Blake, Ruby... they're still down here somewhere." She glanced at the tunnels. Which one had Weiss rushed away into again? Everything was hazy. "We have to find them."

Ren's eyes widened slightly. So the entirety of team RWBY was lost somewhere underground. None of team JNPR had really understood the meaning behind the multitude of bright lights that had exploded miles away up in the sky, but the giant dead rat and the enormous hole beside it that Pyrrha had discovered while leaping through the trees to find the explosion's source had given them some idea.

Ren swept his gaze over the haggard brawler. He'd heard of the golden-haired huntress's blazing semblance before, but this was his first time seeing it in person. It certainly made the darkness easier to deal with. Cuts, gashes, bruises, scrapes, hair matted with blood that may or may not have been her own, and a left arm that had seen better days. Just how long had she been down here?

Her condition appeared dubious at best, but... Ren glanced at Yang's eyes staring down one of the tunnels, the amethyst irises slightly glazed over but hardened in steely determination. She was no doubt worried for her teammates. He stole a glance at Nora, who was busy playing the deadliest game of whack-a-rat he would probably ever witness.

Ren's eyes narrowed. If their roles were reversed, if Nora was the one missing... He stepped forward, minding the wildly flickering flames of Yang's semblance. Dubious condition or not, he saw no reason to argue the brawler's request. "Lead the way."

Yang flashed him an appreciative grin, took two steps… and collapsed. Flames once burning bright snuffed out like a candle dropped into water.

The light cast by Yang's semblance vanished, plunging Nora's surroundings into darkness.

"Whoa! Who turned out the lights?" she leapt backwards and up, out of reach of the Grimm snapping at her. "Too slow!" she taunted it, her hammer collapsing into a large grenade launcher. She pulled the trigger, recoiling back with the weapon's massive kick, "Aaaaaand _boom!_"

The sea of red, glittering eyes below her swam in agonized confusion for a few brief moments. All the details of the situation registered at once. At least, most of them did. A few of them, anyway- glowing rat eyes below... Ren somewhere over out of range... Psssh, why pay attention to the other details anyway?

It really was too bad Jaune and Pyrrha had gone off to find Professor Goodwitch. Nora swung the weapon back to her shoulder mid-air and fired into the mass of Grimm again. Those two were missing all the fun!

* * *

"Faster Jaune!" Pyrrha encouraged the flagging swordsman behind her. They had been speeding through the trees for a few solid minutes now. She could just see the edge of Forever Fall. "We're nearly there!"

Seconds later, the redheaded huntress burst through the treeline, skidding to a stop in front of a simple card-table covered in bundles of leaves and bark samples, at which sat a startled Professor Goodwitch and a bemused Professor Ozpin. She heard Jaune stumble up behind her, wheezing heavily from the prolonged sprint.

Professor Goodwich rose to her feet, fixing them both with a pointed gaze. "Mr. Arc. Miss Nikos. Which of you would like to explain to me why _half_ of team JNPR has returned to the drop-off site with no samples?"

"Team RWBY... hole... wait... rats..." Jaune bent over, hands on his knees, taking enormous gulps of air. Sweat plastered his blonde hair to his forehead; his lungs felt like they were on fire. He motioned for Pyrrha to go ahead and explain while he continued to fail at catching his breath.

Ozpin exchanged a glance with Glynda, one brow raised as he took a sip of his coffee. It seemed their afternoon was about to become a lot less peaceful.

With a quick nod to Jaune, Pyrrha stood at attention. "Professor Goodwitch. We have reason to believe team RWBY has entered combat with a pack of Grimm rats. We witnessed distress flares, and discovered a gaping hole at the sight, right next to a large dead rat. We heard what sounded like a fierce battle coming from below ground." Pyrrha shifted her gaze into open space, recalling how her hammer-wielding teammate joyously dropped into the darkness without a second thought. "Nora Valkyrie and Lie Ren are currently investigating the scene. We have come to request backup."

Professor Goodwitch scowled. "Grimm rats. I thought we had cleansed this area just last year." She turned to Ozpin. "I recommend we call in the specialized extermination force, and send for the medevac team immediately, with extra cases of antitoxin as a precaution." A glint of sunlight bounced off of her glasses as she turned back to face her students. "Alert the other teams in the area to retreat from Forever Fall, then return here at once." Her eyes narrowed. "Grimm rat hordes are not to be trifled with."

"Hm. Indeed," Ozpin regarded the dregs in his mug a moment. He set the cup on the table with a firm note of finality. "Mr. Arc, Miss Nikos, allow me to spare you the task of combing the woodlands for the others. I believe your team, not to mention team RWBY, will require every ounce of immediate assistance that we can provide," he rose stiffly, leaning on his cane a bit. "Exterminators do tend to take their time about these things, and waiting for them may not leave the medevacs with many live bodies to work with."

Help. Help was good. Jaune had straightened, mimicking Pyrrha's formal stance, but his mind had been racing, fretting over the other half of his team. "So, uh, sir? Does this mean you're coming with us?"

"No, Mr. Arc, but I do trust you will be in good hands for the time being," Here Ozpin gave Glynda that look of confidence he especially reserved for those occasions when he placed lives directly into her care.

Professor Goodwitch fixed the headmaster with an inscrutable stare. "...Understood." She adjusted her glasses and stepped towards her students, cape swishing in the light breeze as she gestured to the forest with her riding crop. "Lead the way."

* * *

Inky blackness pressed in on Ren's eyes, broken only in brief flashes from his partner's weapon. He calmly knelt beside the fallen blonde, checking for a pulse.

Weak, but steady.

He considered his options.

Yang was out of commission, the remaining three members of team RWBY were as yet missing, and Nora was currently engaged with a horde of Grimm rats. He could search for team RWBY's remaining members, but dragging along an unconscious Yang was not an option. He could also join the fray, but not while carting that much dead weight.

The rats were currently well-occupied by his partner, so theoretically he could just leave the blonde brawler where she lay. But it wouldn't do to have her accidentally trampled.

Hm. What to do.

A particularly large grenade explosion briefly lit up the answer, right in front of his face. A hulking Grimm rat - easily the largest one here - teeth sunk straight into the ground, with a jaw large enough to fit a car. It would have to do.

Ren carefully made his way over to the fallen beast in the dark, wedging his arms between its teeth and yanking open its gaping maw. He then returned to Yang, gingerly pulling her into a fireman's carry, taking care to use her uninjured arm for leverage. He huffed slightly - this girl was _heavy_. It took a bit of finagling, but he managed to fit her snugly into the rat's mouth before closing its jaw around her, teeth clicking together to form a pearly white cage of bone. Bits of her wild yellow mane of hair were sticking out of the front of its mouth. She would be safest here. Grimm never scavenged their own.

Turning back to face the writhing horde of rats behind him, Ren once again considered his options.

He could now delve into the tunnels, look for the rest of team RWBY, but Pyrrha and Jaune would no doubt be back soon and adding himself to the list of hunters missing in action would benefit no one. Not to mention he wasn't at all fond of the idea of leaving Nora to fight this horde on her own. Mind made up, he made one last cursory check on Yang's hiding spot before leaping into the fray to join his partner.

"Nora," he called to the whirling dervish laughing maniacally in the distance, "Let's keep these things occupied."

"Aye, aye, captain!" Nora giggled over the noise of the seething mass of rats and threw her childhood friend a salute in the dark. "Ooh, hey! I've got a great idea!"

Those words coming out of Nora's mouth were enough to strike fear into many a soul.

The hyperactive girl launched herself up, catapulting off rats and then crags in the wall up to within range of the cavern's ceiling.

"Nighttime..." she pointed her grenade launcher straight up. The heavy ka-_chunk_ of one of her heart-emblazoned shells leaving the barrel was the only warning that came before the explosion, and a hundred cracks riddled the roof of the cave. They started to fall-huge chunks of earth and sandstone. Sunlight poured in through the gaps as Nora kicked off of falling rocks gleefully. "Daytime!"

* * *

Ice.

Blake had never before been so thankful to see ice.

She ran with Weiss back through the tunnels, Ruby suspended between them, following the heiress's trail of frost. Blue glinting metal caught the corner of her eye as Weiss suddenly slowed to a stop. Crescent Rose. Blake allowed herself a small smile at the sight of the familiar scythe laying on the ground. At least now their team leader wouldn't have to return home weaponless - a blow which would no doubt treat the girl as poorly as losing a family member.

The Faunus tilted her head in the heiress's direction. "I'll grab the scythe, if you can handle Ruby."

"Just be careful not to slice off your arm, or something," Weiss shifted, getting Ruby situated on her back with her arms around her neck in a makeshift piggy-back. The scythe wielder weighed a ton, and her feet dragged on the ground. Her arms threatened to slip from Weiss's shoulders. "A little more effort would be _helpful_," the heiress hissed to her partner. She needed a free hand to enact her glyphs if they were going to have to outmaneuver any Grimm. They weren't far from the surface now. Not too far, anyway.

Ruby kept her eyes shut, unable to fight the dizziness and the specters haunting her vision. Weiss could feel her shallow breathing on her neck. She set her jaw and raised Myrtenaster, looking for her next mark. She was about to glance and see if Blake was ready to move when she saw the glint of red in the tunnel up ahead.

A rat. One that somehow hadn't gotten caught up in Yang's distraction. Or was Yang not distracting them anymore? Either way, Weiss froze as the eyes turned their way.

Metal scraped unpleasantly against dirt as Blake struggled to lift Ruby's scythe from the ground. Crescent Rose was impossibly heavy. How on Remnant did that girl wield this thing? She somewhat regretted her offer to carry the daunting weapon. Wasn't there some way to collapse this thing down? She snuck a glance at Ruby, only to notice Weiss frozen where she stood.

The Faunus followed the heiress's gaze... to a Grimm rat. Fortunately there was only one - unfortunately, it had already spotted them and they were in no position to run. They would have to fight. Blake looked back at Weiss, struggling to hold up a half-conscious Ruby. _She _would have to fight.

_"I'm glad that you're a cat. _

_...cats chase rats, right?"_

Ruby's poison-addled words rushed back to her, as if her team leader was trying to tell her something. Cats chase rats. Cats... chase rats? An idea struck the Faunus - a terribly reckless idea. A dark smile crossed her features. These sisters were rubbing off on her. She dropped Crescent Rose and drew Gambol Shroud, unsheathing her blade with one hand and gripping the sheath with the other. With a sidelong glance at Weiss, Blake darted forward straight for the Grimm rat.

She strafed left, right, left again, zig-zagging her way towards the snarling creature, unleashing a shadow clone with each shift in direction. A horde of her very own copies descended upon the Grimm rat all at once. Startled by the sudden increase in oncoming targets, the Grimm reared up and backwards, exposing itself. Blake sprung upwards, delivering the rat's neck a deep gash with her sheath before spinning and following through with her katana. The Grimm's head flew a few feet, hitting the dirt floor with a wet thud.

Upon landing, Blake half-smiled at the decapitated body, her own head throbbing from using her semblance so excessively. Maybe a bit of recklessness wasn't so bad after all.

Weiss stood gaping as Blake single-handedly assaulted the Grimm rat with an army of shadow clones, distracting it long enough to sever its head.

She'd known the Faunus was a formidable opponent for any Grimm, of course, but that particular attack certainly put her a few notches up in the heiress's regard. So much so that she didn't realize her mouth was hanging open for almost a minute. She shook her head, snapping her mouth shut just in time to lose her balance. With an undignified squeak, she toppled forward.

"Ugh," she pushed herself up onto her elbows. Ruby lay collapsed across her back, radiating heat and whimpering in confused agony.

Hearing that kind of sound come from her partner made Weiss's pulse pick up and her senses sharpen, "Use your arms, you dolt," her words lost ninety percent of their bite as she struggled to keep Ruby's arms around her neck as she got up.

The younger girl didn't respond. She was dead weight in Weiss's arms-no. Not dead weight. Alive weight. Just... fading fast, her eyes half closed and shuttered with pain and fever. Her skin was still hot to the touch. If she were her sister, this wouldn't have been a problem, but as it was... she really couldn't take much more.

"Stupid, useless, idiot..." Weiss breathed, scoring the ground lightly with Myrtenaster's tip to produce a thick rime of frost.

She eased Ruby to the ground and scooped some of the frost up in her hands, pressing it to the girl's forehead and neck.

* * *

Explosions... gunfire... tremors... broken beams of light... directly in her face... Yang's fingers twitched.

Amethyst eyes cracked open, unfocused and uncomprehending. Why was her pillow wet? And so... stinky. Oh look... bars? Was she in prison?

Oh, or maybe a cage... Yeah... everyone did have a habit of calling her Lioness back at Signal. Probably the hair...

A gauntlet-covered hand reached out between a large gap in the bars - made one half-hearted swipe at the air.

Heh.

Rawr.

Shaking from exhaustion, her arm dropped lightly back to the ground, outstretched.

Man, moving sure did hurt. In fact, everything hurt. And there was so much noise. Too loud to think.

Eyelids slowly slid closed once more.

Sleep... cures... everything...

Yang drifted back into sweet oblivion.

* * *

Out of the corner of her eye, Blake saw movement behind her.

She turned just in time to watch Weiss tumble face first into the ground, taking Ruby with her. It would have been amusing, if not for their team leader's critical condition. She spun on her heel to head back towards them when her senses pricked suddenly, one black ear twisting to the side to better hear distant scuffling noises… headed in their direction, of course. Features set in a frown, she raced back to her teammates, dropping to her knees once she reached them.

She found Weiss hunched over her partner, who was disturbingly motionless, tending to her fever as best she could with what looked like handfuls of ice. The Faunus took note of the panic beginning to creep into the heiress's eyes. "Weiss," she urged in a gentle whisper, "more are coming." She spared a quick glance at Crescent Rose lying a few feet away. Her frown deepened. It was out of their hands. She only hoped Ruby would forgive them. She placed what she hoped was a comforting hand on Weiss's shoulder. "I'll help you carry her, but we need to keep moving."

Weiss started at Blake's touch and whirled, brushing her teammate's hand away, "No!" she caught herself mid-shout. Blake bit back a flinch at Weiss's sudden outburst, turning her head away with a sigh. Weiss flushed and looked away.

This was not an opportune place to be losing her cool.

The heiress took a deep, steadying breath, "I mean, that's not going to work. When I left Yang, there were dozens of rats in that cavern. We're going to need to clear a path to get out, and neither of us can do it if we're both carrying Ruby."

The younger girl lay still, fighting for breath and burning up with fever. Weiss couldn't really help her. She couldn't even carry her properly, and it was frustrating to just feel so useless. But she did have enough Dust left to inflict some serious damage on whatever Grimm they encountered. She gripped Myrtenaster's hilt, her gaze flickering her partner's weapon. "We'll... have to come back for Crescent Rose."

Blake acquiesced, "You're right." She pulled away from the heiress, not wanting to push her any further, and instead dropped her gaze back to Ruby.

A tightly coiled knot of dread twisted in her stomach at the thought of Ruby's sister, her partner, fighting a countless number of these rats alone for the entirety of the time they had been wandering through these twisted tunnels.

Yang certainly had stamina to spare, but even she had to be wearing thin by now... Blake's lips twitched upwards in a wry smile. She found herself missing the brawler's presence, energetic and reckless to be sure, but still somehow warm and reassuring.

Her thoughts halted when the distant scrabbling noise stopped suddenly. She sat straight up, rigid, concentrated, black ears searching back and forth in the heavy silence, broken only by Ruby's labored breathing. Slowly, quietly, the scrabbling resumed. The Grimm rat - _rats_, she corrected herself, there were definitely two of them - were trying to sneak up on them. Her fingers shook slightly as she pressed a hand to her head, as if to will the heavy pounding away so that she could focus on the sounds coming from... their right. "Weiss," she breathed, "two rats, in the first right tunnel."

Weiss looked up.

Options.

There were always options in situations like these, sometimes hundreds of them.

In this case, Weiss chose the one involving the least chance of injury to herself or her teammates.

With a last quick glance at Crescent Rose, she strode to the wall on her right and plunged Myrtenaster in up to its hilt. A massive wave of Dust-born ice erupted from the spot, blocking all of the tunnels within roughly thirty meters with giant frozen spikes. The surrounding earth crackled, locked instantly in winter's steely grip. It would take a while for anything to dig through.

"We didn't need that tunnel anyway," the heiress's breath hung in the suddenly chilled air, a white mist. She swapped Dust chambers and a red glow replaced the soft blue of before. She ejected the round of aquamarine Dust she'd been burning through since the start of her frost trail- it had been nearly empty anyway. She drew another from the pouch at her waist. No sense in walking into a major fight at anything but full power. The second round locked into place with a satisfying click.

Then she noticed that Blake was holding her head.

The escape plan was simple in Weiss's mind: Follow the trail to the main cavern. Once there, she would clear a path so that they could all could reach the surface and leave the area in an extremely expeditious fashion. Very simple.

This was all contingent upon Blake being conscious and able to haul Ruby Rose, however, and the heiress was just now noticing the blood-crusted bandage around the Faunus girl's forehead. Ruby hadn't moved an inch.

The red light from Myrtenaster's blade made the blood on the younger girl's leg and the smears on Blake's face look positively molten. Weiss switched back to blue, an uncertain edge creeping into her voice, "You _can_ carry her, can't you?"

Blake brought both of her hands to her face, slowly dragging them down before pulling back to look at them. Red and white fingers shook. Blood, everywhere. Her makeshift bandages were still leaking, it seemed. Silently gritting her teeth, Blake pulled Ruby's arm around her shoulder once again, lifting the smaller girl as best she could. She would not fail the team. White-hot pain spiked through the Faunus's head in protest, but she merely gripped Ruby tighter, grounding herself. She would not fail Ruby.

Taking care to move only her eyes and not her head, Blake locked her gaze on Weiss and gave what she hoped was a reassuring smile rather than a bloodstained grimace. "Yes. I can." She fought to keep her face passive as the mere act of speaking sent waves of discomfort radiating from behind her eyes. When had it gotten this bad? She broke eye contact with the heiress. "I'll leave the rats to you then." With one final glance at Crescent Rose and a silent apology to Ruby, she turned to continue following Weiss's path of ice, dragging her team leader in tow.

Blake had overextended herself with that stunt against the rat earlier, Weiss concluded as they proceeded through the tunnels. At least she was lucid and conscious, which was much more than could be said of Ruby, who- was she still breathing? The heiress darted another glance back at her two injured teammates. They were half lit by Myrtenaster's blue light, half cast in shadow. The younger girl looked small without her cape. And of course she was still breathing. In fact, Weiss set her teeth, Ruby was going to keep breathing for a long time. Years, even, unless she somehow surpassed her normal level of childish idiocy and the heiress finally gave in to the urge to strangle her. But first they would get out of this maze and get proper medical attention.

Their pace was excruciatingly slow. The scuffs and scurries of rats behind the walls grew louder and more frequent. Weiss had to keep watch on all sides, plus behind herself in case Blake's strength gave out. Her radar was set to those two specific things: Grimm rats, and her teammates. If she could avoid the first and... well, there wasn't a lot she could do about the current state of the second, but so long as they kept moving, they'd be fine. They were nearly there.

Her focus was so concentrated on these two things that she was caught completely off guard when her frost markers led her straight up to a wall of solid rock.

A dead end.

It was of a different composition than the tunnel walls, and there was a dusting of half-crumbled leaves on the ground around it. She stared, unable to comprehend the existence of the massive stone that blocked their path to the surface.

* * *

**A/N: Fiercesomest again, just to say _points_ for you if you can guess who's writing who for Team JNPR. (Also we've officially adopted one professor apiece. Gotta love Glynda and Ozpin.)  
**


	6. Spiral

**A/N: Sorry this one is so short! Also, I hope you guys like rock climbing because there might be a cliffhanger... Fiercesomest has personally claimed the blame for this one - she's the one who cut these up into chapters. That fiend. She laughed maniacally. It happened. **

**Thanks as always for reading! You guys really are the best.**

**Hugs,**  
**Defenestrator**

* * *

The longer the fight went on, the larger the number of rats in the cavern swelled. They were endless, tireless, crazy for blood, and Nora really could have gone on blowing them to pieces all day if it weren't for a silly little detail known as 'ammunition'.

_Click._

Nora glanced at the weapon in her hands. Oops. Out of shells.

"No problem," she vaulted up into the air, back out of the rats' reach and shifted Magnhild back into his hammer form. Halfway through the weapon's transformation, she noticed the rat perching on an outcrop of rock right above her. Bigger oops. Her eyes widened as the massive claw struck, spiking her straight down onto the cave floor.

"Nora!" A Grimm rat sailed through the air, propelled by the sheer force of Ren's aura-fueled palm strike. The felled beast slammed headfirst into the Grimm rat about to make a meal of his partner. He dropped right in front of her, right as three more rats crowded in, surrounding them in a semicircle and rearing back to pounce.

Ren threw his arms out, one to each side. His aura crashed into two of the rats gaping jaws, knocking them for a loop and snapping at least a few of their teeth. The third backhanded him with a snarl, sending him flying in a high arc through the air. With minimal effort, he twisted around midair, landing and easily rolling up into a crouch. Pink eyes widened at the sight before him. The particularly large rat he'd utilized earlier lay right where he'd left it, but with its teeth cracked and shattered open, as if they had been punched out from the inside. Yang was nowhere to be seen.

"Blegh," Nora sat up, shaking her head while Ren covered for her with his super-awesome martial arts skills. "I'm fine!" She hopped to her feet, brandishing her hammer- and had to abandon the pose as she was almost sliced in half by a vicious sweep of a Grimm rat's claws. "Eep!" she brought the weapon around in a wild swing, leaving shattered bones in its wake. But still the rats kept coming, "Ren, what do we do?!"

Opting not to answer, as he in fact did not have one to offer, Ren twisted and spun his way through the writhing frenzy of Grimm, sending rat after rat flying through the air with well-placed aura-infused spinning palm strikes. With one final somersault over a felled rat, he finally made it to Nora's side. He stood back-to-back with her, ready to defend against the nearest rat lunging towards them... when a spear shot straight through its skull and into the ground. Pyrrha dropped down right in front of them, calling her weapon back to her hand with a low magnetic hum.

"I'm sorry!" was the only warning he got before she rushed forward and tackled both him and Nora to the ground. From their new position in the dirt, she craned her neck to upwards to shout. "NOW!"

Fallen rocks all around them, left from the earlier Nora-induced cave-in, suddenly began to glow a bright purple. Tiny stone fragments, hefty chunks of rock, and boulders alike floated up from the ground, spinning in a whirlwind of earth, with Ren, Nora, and Pyrrha at the center. The flying sedimentary shrapnel assaulted the Grimm rats, impaling some, running through others cleanly, while smashing other still into unrecognizable furry heaps. Slowly, the rocks twisted into a tighter and tighter spiral, eventually rising completely above the rats and forming into a makeshift stone stairway that lead up and out of the cavern. A single, clear command cut through the cacophony of screeching and wailing coming from the heavily battered horde.

"EVERYONE. CLIMB."

At the top of the stairs stood Professor Goodwitch, holding her riding crop outstretched, power flowing from her into holding the bridge together.

Nora whooped as she sprang up, dragging Ren by his sleeve to the glowing stairway spiraling to the surface.

"Come on... come on..." Jaune sprawled on his stomach in the leaves at the edge of the giant hole in the ground, leaning his head and shoulders over its crumbling lip to see his team's progress while Glynda held the staircase in place with her crazy purple magic, or whatever it was. Was that Glynda's semblance? Or some kind of advanced Dust application? He would shelve that question for later.

His blue eyes darted left to a veritable swarm of Grimm rats emerging from tunnels higher up in the walls of the would-be cavern. Their red eyes glistened in the afternoon light. Many of them fixed him with their gazes and then vanished back into the tunnels.

Jaune pushed himself up, drawing his sword and springing his shield out of its sheath-form. "We've got rats coming this way, probably from underground," he informed Professor Goodwitch. Too late he realized how stupid this sounded. These were Grimm rats. They always came from underground. "I mean, they might have tunnels right under uuaaaagh!" The ground beneath his boots pitched suddenly as a giant set of teeth erupted from it, snapping at his legs. Miraculously Jaune tumbled out of the way and even kept his hold on his sword.

The Grimm shoved its grimy face up through the tunnel, eyes red as blood and foul whiskers bristling. Jaune swallowed hard, gripping his weapon but forgetting to raise his shield. These rats were certainly a lot bigger up close.

Glynda's eyes flicked between the rat about to take a bite out of one of her students and the stairway holding up three more. She just needed to hold it a little longer - tremors shook beneath her feet and her body reacted immediately, rolling sideways as yet another set of jaws burst forth from the ground where she had just been standing.

Concentration broken, she felt the stones leave her grasp. She rose to her feet, raising her riding crop and summoning a whirling series of concentric circles just as the newly emerged Grimm rat lunged for her. The creature's neck snapped sideways at an unnatural angle as purple met black, red, and white with a resounding _crack_.

Below, Ren felt the stones beneath his feat begin to loosen and give way. He immediately took stock of his surroundings. Professor Goodwitch, Jaune, and rats above, Nora in front of him dragging him along by a sleeve, Pyrrha far below, barely above the rats on the stone path that was now collapsing. He made a split-second choice.

"Nora. Help Jaune." Without warning, he grabbed Nora, tossed her lightly into the air, and sent her flying towards the surface with an enormous wave of force from both hands. That same force sent him catapulting downwards through the now loose falling stones. Before Ren could right himself, a familiar streak of red and gold crashed into him from the side flinging both of them out of the path of further falling debris, and away from the freshly agitated horde below. Pyrrha and Ren rolled to a stop near a cavern wall, and ducked inside the closest tunnel.

Slowly, cautiously, Ren peered around the corner back into the main cavern. Bruised, battered, angry rats were swarming back into the walls, favoring the tunnels leading upwards. "It looks like the horde is heading above ground." He turned back to face Pyrrha, who smiled at him.

"Thank you for not leaving me down here." The redheaded huntress received a simple nod as her only response. "What have you found down here? Where is team RWBY?"

Ren's eyes narrowed. "I've only encountered Yang so far. She informed me that the entirety of team RWBY is lost somewhere in these tunnels," he motioned to the twisting passages that snaked out before them. "She then went missing herself."

Pyrrha's brows furrowed. "We need to provide our comrades every ounce of immediate assistance that we can," she stated matter-of-factly, parroting Ozpin's instructions. Ren nodded in agreement. Standing tall, Pyrrha stared down into the tunnel before them. The farther from the cavern it wound, the darker it became, but she felt fairly certain that she could just make out a faint blue glow in the distance. She nodded to Ren. "Let's go." Together, they raced towards the distant splash of blue within the sea of black.

It was ice - a line of faintly glowing ice that lead down the tunnel before them in both directions. Pyrrha and Ren stared at the obvious trail marker, before glancing at each other. "This must be from Weiss!" Pyrrha offered, hope rising within her. Ren nodded. In one fluid motion, Pyrrha brandished her spear and marked a gigantic X in the middle of the glowing blue line. "I'll go left, you go right. If one of us finds them, let's meet back here."

The taciturn hunter fixed his teammate with a measured stare before shifting his gaze to the ground and slowly nodding. He was not fond of the idea of splitting up - there were so many possible contingencies that could end poorly - but time was likely of the essence if the rest of team RWBY was even half as injured as Yang had been. With one last shared glance, they parted ways.

* * *

Weiss had stopped. That was really all Blake registered as she leaned into the wall with Ruby and closed her eyes, resting a bit while waiting for her teammate to start moving again. Why had she stopped moving, anyway? She couldn't hear anything approaching. It was quiet. Completely... quiet... The Faunus's eyes snapped open. "Ruby." She leaned in, lowering her ears close to her team leader's face. Nothing. "_Ruby._" She shook the smaller girl lightly. Nothing.

"Wiess," she hissed, tone even, but panic flashing behind her eyes.

"Ruby's not... she isn't breathing."


	7. Thank goodness for aura

For a moment, Weiss didn't react. Who cared where the massive boulder blocking the tunnel came from? It was a problem, and by Dust she was going to solve it and get them out of here. She half-processed what Blake was saying and turned, "What?"

She caught the panicked look in the dark-haired girl's amber eyes, the unnatural stillness of her partner in her arms. Her partner.

In three quick steps Weiss was fumbling at Ruby's collar, searching for a pulse. She didn't feel one, but the angle she was trying to work at was more than awkward. Probably she just had the wrong spot. If her hands would quit shaking maybe she would be able to find it. "She's probably just... here, I can't tell. Put her on the ground."

Throwing a knowing glance at Weiss, Blake complied, gently laying Ruby on the ground. She sat back a little, keeping hold of one of Ruby's hands while allowing the heiress to tend to her partner. Too exhausted to even think about crying, she simply held Ruby's hand, grasping it firmly, as if to keep her tethered to them somehow.

An artery just beneath the jaw. That's where you were supposed to check for a pulse. Weiss swept the white hair that tumbled over her shoulder out of the way so she could see what she was doing. Ruby's eyes were closed, her skin wasn't yet cool to the touch. She definitely didn't have a pulse. Maybe if she tried at her wrist instead? That was another place you could check. She took the hand Blake wasn't holding and pressed her fingers to the inside of her partner's wrist. Nothing. The heiress pressed her ear to the girl's chest. Still nothing.

No breathing. No heartbeat. There was a raw edge of panic to Weiss's thinking, but seconds were precious now. She pinched Ruby's nose, lifted her chin, took a fast breath, and sealed the younger girl's lips with her own.

First this, then chest compressions. Or was that reversed? She didn't have time to try and remember.

_Come on, Ruby._ Weiss took another breath and leaned back in, her own heart pounding in her ears. _Breathe._

* * *

"Whoa!" Jaune stumbled backwards, dodging the Grimm's whipping tail more by virtue of luck than skill. He swung Crocea Mors at the creature's face as it came around. The rat dodged back, baring teeth longer than Jaune's arm. He paled, bringing his shield up to fend off a swipe of its claws. The force of the Grimm's blow made him skid a handful of feet towards the edge of the cavern. His voice cracked as he yelled to Professor Goodwitch, "Professor, please keep doing that thing with the purple and the rocks!"

"Incoming!" came a shout from above. He didn't know what was happening till a streak of silver smote down on the Grimm's skull. The giant rat dropped, its brain pummeled into mush. In the moment of relative calm that followed, Nora gave her team leader a bright grin, "Hey Jaune! How's it going?"

"Uh..." The blond young man swallowed thickly, watching the leaves all around shift and rise, signaling the emergence of another half-dozen rats.

Professor Goodwitch scowled darkly at the rats flooding up from below. Rocks would be too slow, for multiple large targets like this she needed a storm and she needed one now. She mentally sped through the varieties of dust she had on hand. Ice - too indiscriminate. Fire - same problem. Her eyes lit up. Lightning.

A purple glow surrounded her as she flung a ball of energy from her riding crop into the sky. It erupted into more concentric purple rings of unreadable script, which slowly dissolved into enormous storm clouds. Lightning crackled within them. Glynda called to her students with one simple command, "Stay on the ground." With that, she swept her arm back and downwards, calling fierce bolts of electricity that raced towards the tallest targets they could find - the Grimm Rats.

Jaune and Nora hit the dirt, screaming as the lightning crackled down. Well, maybe Jaune screamed. Nora watched the white-hot bolts of electricity fry the Grimm left and right, singing the fur right off of them, or just catching it on fire. Many of the trees surrounding the spot met the same fate. The stench of smoke and burning hair filled the clearing.

Glynda smiled at the mayhem around her. Lighting always was one of her favorites. The smile left her face as even more rats flooded upwards, bursting forth from new tunnels, replacing the fallen as quickly as she felled them. The ground beneath her began to crumble. All these blasted tunneling rats were ruining the structural integrity of the area. She darted forward, calling out yet another command. "Fall back to the trees!"

"Trees, right," Jaune picked his way across sections of quickly disintegrating landscape, rats snapping at his jean cuffs. Nora bounded across islands of steady ground, sending batches of red leaves scattering in her wake. Half of his team was still down in the cavern. Pyrrha and Ren down in that boiling mass of black and red Grimm rats... Jaune's stomach turned as he hacked at the eye of a monster trying to drag him down by shield. On the bright side, they were at least distracting some of the rats.

Glynda dispelled her storm, leaping from a rat's head up into the treetops. With a flick of her riding crop, long purple lines snaked forth, spearing every Grimm in their path below her. Steadying herself in the tree, she paused to scan the horizon. Her smile returned. Two airships loomed in the distance. Reinforcements were coming.

* * *

Ren sprinted as quietly as he was able, for what felt like eons. He kept an ear out for anything lurking behind the tunnels not marked by the guiding light of what he hoped was a line that lead directly to team RWBY. Rounding another bend, he screeched to a sudden halt. As if the fates had heard his plea, there before him were three of team RWBY's members. Blake and Weiss sat hunched over Ruby. His eyes traveled from Blake, bandaged and clearly dazed, over to Ruby, capeless, weaponless, and motionless on the floor, then to Weiss… kissing Ruby?

At a loss for words, he stated simply, "I found you." Blake's head snapped up, staring at him as if he were a winged banana. A pause. He noted Yang's absence. "...Most of you."

Weiss disengaged and blinked, then snarled at the young man in green, "Don't just stand there. She's not breathing. Help us!"

There was an ominous tremor, and bits of dirt sprinkled down from the roof of the tunnel.

Everything clicked. Without a word, Ren dropped to Ruby's side, gently ushering Blake out of the way. The Faunus shifted over to kneel next to Weiss, eyes trained on her green clad classmate. He reached around and carefully placed his left hand near the center Ruby's chest, before placing his right hand slightly lower down on her left side. He shut his eyes in concentration.

Blake watched her team leader's body jump lightly beneath Ren's hands once, twice. With a start, she realized he was using his aura to jump-start her - like a human defibrillator. Was that even possible? Ren pulled his hands away. In a brief second of despair Blake wondered if he'd given up. Then, she heard it, the most wonderful sound she'd heard all day - a weak cough. She gripped Weiss's arm.

* * *

After ducking into a nearby tunnel and narrowly avoiding a Grimm rat lumbering past her towards the cavern she'd just come from, Pyrrha continued speeding down the lit path, shield and spear at the ready. She stopped when she reached a peculiar area. A cave-in had crushed a good few rats, another _quite headless_ rat sat in pieces, its head smiling up at its own body, and a huge section of the entire tunnel was covered in solid ice. All except for one opening – it looked as though it had been shattered with brute force.

Pyrrha approached the opening slowly. Adrenaline surged through her at the sight that greeted her as she peered around the corner. A Grimm rat's face, not more than inches from her own, but very much dead. A long jagged impossibly deep gash ran from the corner of the beast's mouth clear down to the end of its haunches, nearly splitting it in two. Something about the sight struck her as ominous.

Still, the icy trail continued on past the Grimm, so she strode past it without a second thought – right into another. This one had a gash running from its eye socket, all the way down its back, its whole body split open like a melon. The redheaded huntress leaned past the carcass to better see down the tunnel's entirety. There was a trail of them, each more gruesome than the last. A trail of destruction that coincided with the frosted path she was intent to follow.

Gripping her shield and spear a little tighter, Pyrrha continued down the tunnel.

After a while, she noticed arrows carved into the ground that coincided with the trail of ice and dead mangled Grimm. They pointed straight in the direction she was headed, so at least she knew she was going the right way! She stopped when a particularly large Grimm rat carcass blocked her path through the tunnel – this one's face had been split in two, vertically. Suppressing a shudder, Pyrrha leaped over the body, landing at the opening of a four-way split.

The trail ended abruptly. She stopped cold. There, sitting cross-legged directly in the middle of the four paths, was Yang. The blonde, practically turned strawberry blonde by the innumerable streaks of red in her hair, looked as though she had been through a meat grinder. She didn't seem to notice the intrusion, remaining motionless, eyes downcast, gaze fixed on the large weapon in her lap - Crescent Rose.

Pyrrha took a tentative step towards the battered huntress. "...Yang?"

Yang's head snapped up, hope briefly flashing in her eyes before immediately shattering, leaving the amethyst orbs hollow and dead. "...Pyrrha."

Dread took hold of the redheaded huntress. "Where is the rest of your team?"

Torment. That was the only word Pyrrha could find to describe the look Yang was giving her now. The brawler brought a hand to her blood-smeared face, features twisting in anguish.

"The Grimm... I couldn't..." her voice faltered, "…my sister..."

Yang felt a hand on her shoulder and looked up. Pyrrha knelt beside her, offering a solemn, understanding gaze. Yang dropped her bloodshot eyes back down at Crescent Rose. Pyrrha heard no sobbing, but she felt the brawler's shoulders shaking all the same.

* * *

Ruby's weak cough turned into a stronger one, racking her whole body till she struggled partway up on one elbow on her side. Weiss scrambled sideways onto Blake as Ruby retched, emptying a not-insignificant amount of bile where the heiress's lap had been a moment before.

The newly-revived team leader rubbed her face with her sleeve and groaned, "Ugh... whoa... I'm... not feeling super good, guys. Wha-?" she fell back as Weiss leaned over her suddenly, laying a hand on her forehead, then on her neck, "Uh...?"

The heiress waited, counting. Her partner's pulse was still uneven, and not terribly strong, but it was there and she was breathing. Two good things. Weiss withdrew her hand, her relief manifesting in the form of what could have been a truly blistering lecture: "Ruby Rose, don't ever do that again or so help me I'll... I'll..." she flushed, unable to come up with a threat that made any sense. Instead, she got up and crossed her arms over her chest, avoiding the others' gazes. "Just... let's get out of here."

"Um, okay," Ruby's voice came out raspy and awful sounding. She tried to clear it, but it took too much effort and her head was still feeling really weird for some reason. Also, why was Weiss mad at her exactly? She'd figure it out later. For now, everyone was lit with the pale blue light coming from Myrtenaster's blade- Weiss, Blake, and... Lie Ren?

"Where's Yang?" Ruby glanced around at the rock and dirt tunnel walls, "And... are we underground?"

Blake reached over and took Ruby's hands, squeezing them tightly in her own. "Ruby, you don't feel well because you've been poisoned. Yes we are underground, and we're trying to get you out of here to medical help," she paused "Yang is..." A sinking feeling swept over her. She hadn't seen her partner since falling through the surface into this hellish place. Blake turned to Ren with questioning eyes. His presence down here was a mystery. What was team JNPR doing here? Did Yang have something to do with it? Had he seen her?

Ruby looked at Blake's hands, holding hers tightly, then at her teammate's bloodied face and bandaged head. Her bow was missing, and her kitty ears had that uncertain half-perked, half-pinned look, and she was almost as pale as milk. Or well, in the light her skin was blue, and kind of covered with streaks of blood and dirt, but she was still pale.

Ruby pulled one hand free and patted her arm reassuringly, "Alright, we'll figure it all out later but for now let's go, okay? You look probably as bad as me," she glanced down at herself, "... maybe minus the throw-up. I'm also not really sure if I can actually walk, so..."

A small smile worked its way across Blake's face. She relaxed a bit, ears perking slightly, happy to see Ruby lucid and speaking again. "I'm sure I look terrible."

Finally released from the raven-haired huntress's searing gaze, Ren stood, turning his own gaze towards the rock that blocked the tunnel ahead of them. Two strides took him right up to it - the solid composition and red leaves beneath it a telltale sign that it had likely fallen here from Nora's initial... remodeling, of the cavern. He paused, considering whether to reveal the brief encounter he'd had with Yang.

It didn't seem like the best idea to tell Ruby what he'd seen of her sister right at this moment, lest she panic and undo the good he'd just done, or worse - she could flat out refuse to leave Yang behind. Uncertain, he opted for changing the subject. Placing his hand to the rock, pink eyes drifted to Weiss. "Is this the way out?"

"It used to be," Weiss scrubbed at her eyes with the back of her wrist. Ugh, she must have gotten some dust in them or... or something. "I assume you've come across an alternate route," the shake in her voice annoyed her, so she snapped at the huntsman-in-training, "Why are you even down here anyway? Where's the rest of your team?"

There was a tremendous rumbling from the earth above their heads, and loads of dirt began to drop from the ceiling.

Ren shifted sideways, avoiding both Weiss's irritated gaze and a particularly large clot of dirt falling from the ceiling. Pink eyes glanced upwards. If the rats were swarming above ground in the same vast numbers as he'd seen them in the cavern, they didn't have much time before this entire area collapsed under the weight. Striding back to Ruby's side, he gave Weiss the briefest explanation possible as he helped Blake bring Ruby to her feet again.

"We saw explosions in the sky and came to investigate. Jaune and Nora are above, Pyrrha is in the tunnels." A large chunk of the ceiling crashed to the ground behind him. Ren motioned back down the tunnel. "The alternate route is this way."

"Obviously," Weiss scowled in response to Ren's last statement. Honestly, they were at a dead end: the only possible direction they could go was back the way they'd come.

"Like I said, guys, let's go," Ruby staggered between Blake and Ren, an arm slung over each of their shoulders. The wound in her leg throbbed so badly she could feel it in her fingertips. Aside from that, she felt kind of empty, like she'd been turned inside out and back again. It was hard to stay focused, and her vision kept doing this thing where everything seemed to be sliding to the left. She leaned on Blake a little more to compensate while she struggled to stay on her feet. "Weiss, can you light the way? Blake, ouch, sorry, ow...blech."

Weiss watched her team leader shake her head and wipe sweat and dirt off on her sleeve. Ren's little 'jump-start' seemed to have rejuvenated Ruby's aura a bit. Had her system managed to metabolize most of the toxin? Or was she just going to deteriorate all over again once her aura ran low? There was no sense in waiting to find out.

"Well, you heard her. We need to get above ground before this whole place decides to fall apart," the heiress exchanged a glance with Lie Ren, her ice-blue eyes demanding only that he tell her when to leave her trail of frost before she turned on her heel and set off up the tunnel, Myrtenaster casting its constant blue glow along their path.

* * *

Pyrrha had no idea how long she sat together in silence with Yang. She wanted to give the girl in front of her all the time she needed. It was an unfathomable loss for the readheaded huntress. Friends, family, an entire team stripped down to one lone survivor. Movement from the blonde broke her from her thoughts.

With a deep breath and a long sigh, Yang finally rose shakily to her feet. Gripping Crescent Rose in one hand, she offered Pyrrha a small smile that came nowhere near reaching her empty eyes. "We should go."

The walk back to the meeting point was slow, and quiet. Pyrrha stole occasional glances at the dispirited brawler walking beside her. She wasn't sure what to say to her - whether she should say anything at all. She noticed Yang flexing her left hand, experimentally lifting her hole-riddled arm and twisting it around.

"Is your arm ok?"

"Yeah, I'll liv-" the brawler's face contorted suddenly, whether from the poor wording choice or pain Pyrrha couldn't tell. "...It's fine," a forced smile, "Just weak."

They lapsed back into silence. Not long after, they arrived at the giant X marking the tunnel that lead to the caverns. Tired amethyst eyes met green in a vaguely questioning gaze.

"This is where we're supposed to meet with Ren." A vicious tremor shook the area, knocking bits of dirt and rock from the ceiling. Pyrrha tried to look down the path Ren had taken, but it curved away sharply not more than 20 feet in. Multiple smaller tremors began shaking the earth around them. In hindsight, splitting up might not have been the best idea. Pyrrha whispered to no one in particular, "Come on, Ren..."

* * *

**A/N: This is Fiercesomest checking in real quick to say that while I may have been the one to choose where the chapter breaks are (and thus where the cliffhangers happen), DEFENESTRATOR is the one who wrote the part where Ruby quit breathing. Holy cow, when I got that post my heart almost stopped. **

**So who's the fiendish fiend now, huh, Defenestrator? **

**(Actually, it may still be me for making everyone experience the same thing I did... hm... oh well.)**

**Also YANG. **

**Just saying.**

**Also, I hear there's been some kind of issue accessing chapter 6? Is that still going on? Maybe fanfiction is just doing something weird. Bleah.  
**

**Anyway, Fiercesomest out.**


	8. Before the Storm

**A/N: So, the start of this chapter will seem slightly less bizarre if you read The Exploding Cake... which really makes me want to go back and stitch it together a little bit better. I think I might do that. If you'd rather have the condensed version, there's a summary in the closing notes. ;3**

**Hugs, **  
**Defenestrator**

* * *

Jaune clung to the branch below Nora's, just out of reach of the frenzied rats below. Out of their reach for now, anyway- they kept scrabbling higher with each attempt, their claws raking furrows in the flaking bark. The whir of the airships' engines overhead were absolutely, positively welcome. Help had arrived! Now if only his team and team RWBY would show up. He realized he didn't know a thing about wiping out Grimm rats, or any kind of rats for that matter. "Professor Goodwitch, uh, if you're too busy to answer that's okay but what exactly are these exterminator people going to do?" he called over the noise.

Glynda nearly laughed, the airships were directly over them now. "Just you wait and see, Mr. Arc. Beacon's specialized extermination force has access to some of the world's most technically advanced Anti-Grimm weaponr -" A vanilla-chocolate cake landed with a _splat_ on the branch she was standing on. She blanched. The cake slowly slid off the branch, dropping straight into the gaping mouth of one of the Grimm rats attempting to scale her tree. The rat paused. Then exploded.

Shards of ice flew from its body in every direction, impaling everything in their path. Another explosion to her left - a rat burst into flames. Yet another Grimm rat snapped at a falling lemon chiffon cake - only to explode in a thunderous crack of lightning. Cakes fell like rain, the rats greedily snapping up the easy moving targets. The resulting explosions drew even more rats, who then snapped up more cakes... A perfect, ridiculous cycle. Professor Goodwitch put her face in her hands. Ozpin always did have a penchant for... _unique_ weaponry.

"Are these..." Jaune watched, half-stupefied by the number of cakes being dumped into the ever growing pile of rats. To his absolute bafflement, they were exploding. And the Grimm were dying. "Are these... those things Yang blew up half the dorm with last month?"

Nora just laughed, long and loud and clear, cheering every time a new load of frosted death bombs rained from the airships overhead.

* * *

Ozpin opened his scroll with a flick of his fingertips, glancing at the time. Perhaps he should have had these particular weapons tested before having them deployed with so many students' lives on the line... but, well, it had seemed to have worked well enough in the residence hall that one time, and the girl Xiao Long had given some truly superb presentations on their applications. If they didn't work, the Huntsman and Huntresses manning the airships could always fall back on the tried-and-true methods of poison gas and fire.

Satisfied with this logic, the Headmaster pulled a thermos from beneath the simple coffee table and poured himself another cup.

* * *

With the Grimm rats more or less fully occupied by explosive confectioneries, Professor Goodwitch returned her attention to the ever-expanding crater below them. Team RWBY and half of team JNPR were still down there somewhere. Concentrating once more on the rocks below, she formed another makeshift staircase, leading above the surface and into the treetops. This was, of course, on the off chance that any of them were alive. She scowled. If they were, hopefully they would make it out before the entire place collapsed.

Jaune lost his footing when the tree was rocked by another rat's violent combustion and wound up hanging by his arms, staring down at the stairs Professor Goodwitch had re-established. They led down into the crater that was once the rats' nest. He glanced up at the huntress and then at Nora, setting his jaw. The rats were busy chasing after the... unusual bait... and here he was sitting useless in a tree while Pyrrha and Ren and team RWBY dealt with who-knew-what in the tunnels. Before, he was able to at least call tactical advice down from the edge of the cavern, but how was he supposed to help them now?

"Nora, let's go find the-" his grip slipped and he crashed down into what was left of the underbrush. He fought his way upright, rubbing his head, "Ugh... the others."

"Ooh, right," Nora pitched backwards off her branch and stuck the twenty foot drop like it was nothing. She hauled Jaune out of the bushes by his breastplate and the two of them raced across the broken ground, heading for the edge of the crater.

Professor Goodwitch carefully tracked her students' movement with her eyes. So, Jaune Arc was finally taking some initiative. Glynda never did understand Ozpin's fascination with the boy, but... she quirked an eyebrow. May as well see how he does. She returned her focus to holding the stairway together. A quick glance to the empty skyline deepened her scowl. The extermination force was performing brilliantly, however, she briefly lifted a foot to dodge a flying icicle, she would have to see about speeding up the medevac response times.

* * *

Yang and Pyrrha stood in companionable silence, listening to the constant rumbling above. Neither of them really wanted to know what was going on up there. Just as she was about to give up hope and suggest continuing on, Pyrrha finally heard the sound she'd been waiting for - footsteps. Green eyes widened to saucers as a supposed ghost rounded the corner. "Weiss?"

Yang's head snapped up, briefly locking eyes with the heiress. She dropped Crescent Rose as the rest of the group came around the bend. "Blake? ...RUBY." Ren barely disentangled himself from Ruby in time to avoid the oncoming brawler's bull-rush of a hug. Yang crashed into Blake and Ruby, wrapping her arms around them and crushing the two girls to her chest as hard as she could, as if to reaffirm that they were, in fact, alive.

Weiss dodged out of the way when Yang moved to lock Ruby and Blake in her embrace. Her brow shot up, taking in the mess that was her teammate. Every inch of exposed skin was ravaged, black in the blue light with what had to be blood. Her clothes hung in rags. The heiress looked to Pyrrha, who seemed unharmed, and then back to the blonde brawler.

Finding herself suddenly accosted by an extremely enthusiastic hug, Blake's shock lasted only for a second before a sense of relief washed over her from head to toe. Yang was here. She was fine. The Faunus could feel her partner shaking all over, but her grip was still vice-like. "Yang," she wheezed, "not... so… tight?"

"Ack, can't breathe," Ruby whined.

Immediately loosening her grip, Yang stepped back slightly, eyes bouncing back and forth between her partner and her little sister. Neither of them looked incredibly healthy at the moment, but neither of them were... "I thought... I thought you..." her vision swam suddenly, nausea creeping up on her. She viciously fought it back down, managing instead a genuine grin directed at Ruby. "I thought you might want your weapon back, little sis." She motioned with her head back towards Crescent Rose, vehemently ignoring the way it made the room spin.

Ruby's grip on Blake's arm slackened as she took a better look at her bloodied sister. "Yang..." she breathed, "what happened to you?"

"Uh..." Yang's grin faltered. She did _not _want to tell her little sister about her complete breakdown, and she _especially _did not want to tell her how she had barbarically manhandled Crescent Rose in a fit of rage, using it to rip open any Grimm rat that dared cross her path so she could search their insides for someone, anyone. A split-second flash of grief darted across her eyes at the memory. She settled on a half-truth, with a half-smile.

"Just uh, wrecking rats... you know, while looking for you guys." Feeling the incredulous gaze of a certain Faunus, she hastily changed the subject. "Oh - I almost forgot. Blake, here." Yang reached down into her right boot, pulling out a crumpled black ribbon and extending it to her partner. "Sorry it's all dirty."

Amber eyes went wide. Blake hadn't really expected to see her ribbon again, assuming it lost forever to the maze of the tunnels. "Yang, where did you find-" a violent tremor passed through the ground, much more pronounced than the lighter tremors still shaking above them. Ren, now standing at Pyrrha's side, eyed the ground below them with something akin to distrust. "We should get moving," Pyrrha nodded in agreement, bending down to pick up Crescent Rose before motioning for everyone to follow her down the path to the cavern.

Springing into action, Yang gently pried Ruby away from Blake, slinging her sister's arm around her shoulder and effortlessly lifting the smaller girl with just her right arm. Even as Blake secured her bow back in place, she didn't miss the way her partner's eyes narrowed in pain at the action. Yang pointedly ignored the single black eyebrow arching in her direction. "Ruby," she chided affectionately, "How long have you been making poor Blake carry your heavy butt, huh?" Moving ahead to follow Pyrrha, the brawler caught Weiss's gaze once more. She threw every ounce of gratitude she could into a single look.

The heiress squared her shoulders, giving the brawler a short nod. Her job wasn't finished yet, though. She moved into position on Yang's right, to where Ruby was struggling and insisting that she could walk, "Just shut up, Ruby. We're going."

"But Yang, you're all torn up and I'm not and Pyrrha just walked off with Crescent Rose, who you guys _left behind,_" Ruby took a breath, flailing her arms, "How could you even _do_ that?"

"Oh, I'm sorry. Remind me next time we have to choose between saving you or dragging your ridiculously oversized death-scythe though a tunnel of rabid Grimm, and we'll pick the weapon." Weiss rolled her eyes and stormed off into the gloom after the red-haired girl.

"That's not what I meant," Ruby said, crestfallen as her partner turned her back on her. She squirmed in Yang's arms, painfully conscious of the dried blood crusted there, "But seriously I'm alright. I haven't thrown up in like six minutes, so put me down?"

"All right, OK." Yang gave her sister one last hearty squeeze before setting her down. She took Ruby's hand in her own and intertwined their fingers as they walked - the brawler wasn't quite ready to let go just yet. She threw her little sister a side-eyed grin. "But if you collapse, I'm carrying you out of here bridal style."

Blake watched the exchange with carefully veiled suspicion. She could see the tremor in her partner's hands. The way her eyes kept slowly drifting left before snapping back to focus. The blood smeared all over Yang's face kept her from really seeing the true pallor of the brawler's skin, but she would bet her book collection that it would be hot to the touch. It was as if... A flicker of dread. Amber eyes swept over the cuts and gashes littering Yang's body. Any one of those could have come from a Grimm rat's tail. Had her partner been paying attention in class? Did she even know they were poisonous? She reached out to touch her shoulder. "Yang-"

"We're here." Pyrrha's voice from slightly farther down the tunnel interrupted her. The cavern stretched out before them, brighter than Blake originally remembered it, the ground covered with... cakes?

Yang blanched. "I guess they liked my presentation."

* * *

Silence.

For centuries, a silence as thick and heavy as pitch had reigned here, deep beneath Forever Fall.

The thunderous explosions of the battle above barely troubled the edge of this silence, and yet the ripples of sound reached far, trembling their way to its center.

Here, in the very heart of the Grimm rats' maze lay a massive, fleshy boulder. Huge cables protruded from its either side, stretching into the reaches of the deep nest. Two slits in the boulder continually drew and expelled the thick air of the deepest tunnels.

These were the nostrils and whiskers of the Rat King.

For decades upon decades, since the establishing of this colony, they had remained still, immobile in sleep. Now, however, something was happening. Something that smelled... sweet.

The Rat King's nose twitched in the darkness. In the very bowels of the earth, lazy eyes slitted open, flickering a rich, volcanic red. A tail as thick as a freight train and longer than Beacon's entire campus surged sideways with unspeakable strength, swiping away columns of rock like they were made of Styrofoam.

A gnawing hunger woke in the beast's stomach. It had been a long time since the Rat King had dined. Longer since it had sated its hunger on anything besides hapless Grimm, or the dregs of its own subjects, those too weak to be permitted to continue living. How many years had it passed in the darkness, growing, devouring any and all of the soulless creatures that came within reach of its mighty jaws?

There were souled beings nearby now, though.

Humans.

The crimson eyes widened. It could scarcely remember the taste of such rich fare.

High time for that to change.

* * *

**A/N: *boss music plays in the distance***

**Haha, so anyway The Exploding Cake... long story short, Ruby and Yang design a cake that explodes (because why not?), test it on Weiss (and by accident Blake as well) and then Ozpin decides to weaponize it. Yes it's as ridiculous as it sounds. **

**Thanks as always for reading! Each new review/follower makes Fiercesomest and I giggle like schoolgirls. She may later deny this statement.**

**Hugs,**  
**Defenestrator **


	9. The Grimm Rat King

**A/N: I do NOT giggle like a schoolgirl. It's chuckling. Very dignified chuckling.  
**

**- Fiercesomest**

* * *

"Wow. Uh," Ruby took in the scene.

Frosting in myriad colors carpeted the open floor of what appeared to be a steep, tunnel-ridden canyon. If she weren't so weirded out by the cakes, she might have thought it was strange for a canyon to be here at all- there weren't any canyons in Forever Fall to her knowledge. As it was, the red leaves drifting down bore something of a resemblance to confetti. "Looks like we missed the party."

"Oh, you have got to be kidding me," Weiss surveyed the altered landscape with a mix of relief and disgust. Relief because they were out of the tunnels. Disgust because she really wasn't in the mood for another baked-goods-induced concussion. She pressed a hand to her temple, the memory alone enough to deepen her scowl. Just... never again. Where had all of these cakes come from anyway? The roof also happened to be missing, but that wasn't really worth noting at this point.

All these details aside, however... something was wrong. Dreadfully wrong. Weiss gripped her rapier, lowering her center of gravity as the floor of the canyon shook. Dirt cascaded from the roof of the tunnel behind them. She stumbled as Ruby crashed into her, unable to keep her feet with her injured leg.

"What's happening?" the younger girl's words were almost lost in the rumble emanating from the ground. Weiss caught her elbow to steady her.

"Pyrrha!" came a panicked shout from someplace higher up in the wall. Jaune stood halfway up a stone staircase held together in Professor Goodwitch's distinctive style, waving to get his partner's attention. His blonde hair was bright in the sunlight. Nora was with him, teetering at the edge of the spiral stairs with her arms outstretched for balance as the tremors worsened.

Then, all at once, the ground at the center of the used-to-be-cavern erupted, earth and stone sloughing off the tip an an enormous black shape. Weiss gripped Ruby's arm harder as some kind of huge cables sprang free of the massive jut of blackness that continued to thrust itself skyward. It loomed up, obscuring their view of Jaune and Nora. The heiress forgot to breathe, watching as a red orb with a diameter at least twice as long as she was tall emerged.

A rat.

A monstrous Grimm Rat. Beyond monstrous- it was gargantuan.

"... okay, I would really like to have Crescent Rose back now please," Ruby squeaked.

Mouth agape at the towering monstrosity in front of them, Pyrrha wordlessly handed Crescent Rose back to its rightful owner.

"And who invited _this _guy?" Yang threw her arms in the air in exasperation, listing backwards slightly as she did. Blake discreetly put a hand to her partner's back to steady her. She desperately hoped the heat radiating from the blonde was just a residual effect from her fiery semblance.

"Technically, we are in his territory," Ren replied evenly, crossing his arms and sizing up the behemoth Grimm blocking their path. Easily 50 feet tall on all fours, bony spires of white stretching down its back from either side of its spine, teeth longer than a transport vehicle, and a tail that looked more like a nail-studded whip than anything else. Would they have to engage? If so... this was not going to be easy.

Above ground, Professor Goodwitch let out a long sigh through clenched teeth. A Rat King. One of the rarer species of Grimm. Rare enough that one hadn't been seen in centuries. She had never expected to see one in her lifetime - especially not one hiding right underneath their noses in Forever Fall. Did Ozpin really expect her and a group of _students _to take care of this thing? Did he _really _fly two entire airships over here filled with nothing but _cake_? As if to answer her query, a red velvet cake fell squarely on her head. She made a mental note to kill Ozpin in his sleep.

* * *

A red indicator flickered up on Ozpin's scroll. Hm. It seemed that one of the extermination airships had gone offline. He observed the screen a moment, then lifted his gaze to peer through the trees and down the gentle slope to the horizon, where a dark shape huddled like a clump of midnight.

Correction: it seemed that one of the extermination airships had gone offline permanently. He rose, fetching his cane from where it leaned against the table, his mouth set in a grave line. The wind snatched at his short silvered hair.

* * *

The Rat King's eyes closed in a lazy blink. Sunlight. The crisp smell of autumn, and a sprawling carpet of red that stretched clear to the mountains. Sluggish, sleep-logged memories of this place returned to its mind. It remembered this place from the years... perhaps decades?... in the past when it first established its nest. Its whiskers shivered. A pleasant smell, of autumn, of leaves that die and wither; and red, the color of blood. Very pleasant indeed.

Ah, and the human smell. Crimson eyes flickered to lock on a flying silver creature that swooped near its face. It contained humans, its sensitive nose told it, and with a snap of its head and a swift closing of its jaws, the airship was torn in two, metal sheering like tin foil in the Rat King's teeth. Dust-borne elements crackled in its mouth, but served to be no more than a bitter aftertaste to the soul-rich beings hidden among the wreckage. Delicious.

The Rat King turned its attention to the rest of the downed aircraft, loping up out of the broken cavern and ripping the hull open with horrible grate of claws on metal to expose its prey.

* * *

This destruction was accomplished in seconds, during which time Weiss Schnee, still standing at the bottom of the open cavern, turned to the others.

"We should run," she said simply.

"What?!" Ruby snapped her horrified stare away from the hulking form of the Grimm Rat King amid the smoke and ruin rising from the airship. Capeless, she gripped Crescent Rose, drawing strength from her beloved scythe. "We can't run. We have to help them!"

The argument that followed happened with ears close and words hot to reach through the crush of trees snapping and airships droning and the rat's teeth screeching through steel.

"And how are we supposed to help exactly?" Weiss's ponytail whipped sideways as she flung her arm out to indicate the towering beast before them, "This is a job for fully trained, experienced huntresses. Lots of them. Not a handful of second-semester students."

"This is a Rat King," Ruby gripped her partner's dirt-smeared jacket sleeve, preventing her from walking away to prove her point. Her silver eyes were adamant, "Don't you remember the stories? They wipe out _countries_. No one's defeated one since ages and ages ago when they first discovered Dust and even then it killed the Alexis Greatheart, the strongest huntress-"

"Those are fairy tales, Ruby," the heiress pulled away from her, snarling and clenching her fists half because of Ruby's childish stupidity and half because she knew deep down that somehow those stories were making her leader braver than she was, "they don't exist. And besides, if your fairy tale heroes couldn't kill one of these, how could we?"

The younger girl leaned on Crescent Rose, voice going gentle, "If fairy tale heroes don't exist, how could anyone?" Maybe the others were listening, she though, and maybe not. It didn't matter. She shuffled to keep her balance, taking a deep breath, "We don't have an army of huntresses and huntsmen, and even if we did there wouldn't be time for them to get here. Vale is just down the cliff on the other side of the forest."

Weiss's gaze wavered, "That's... we still have Goodwitch and Ozpin and the other professors."

"And Jaune's team and Yang and Blake and you and me," Ruby searched her partner's face, pleading, "We're the heroes, Weiss."

"I'm with Ruby on this one," Yang pitched in, slamming one fist into the other. "Ancient evil or not - let's take it down!"

Beside her, Pyrrha nodded in agreement, adding, "We have to at least try."

Hand still holding her partner steady, Blake quickly glanced between her teammates as the conversation turned towards talk of battle. Ruby - badly injured leg and just returning from unconsciousness. Yang - badly injured everything and probably headed towards unconsciousness. Weiss - angry and frazzled but otherwise at full health. Briefly touching her fingertips to her own makeshift bandage, Blake let out an inaudible sigh. At least team JNPR seemed relatively intact.

Still, the passion in Ruby's words stirred something in her. "I agree," she found herself saying, "we should fight." She shot a glance at Weiss and quickly continued, "But Weiss is right - we are in way over our heads. We can't just run out there guns blazing - we need a plan."

"That's easy - go for the eyes!" Yang motioned to her own face, nearly stabbing herself in the eye with an uncoordinated finger.

"Technically that's more of a tactic than a plan," Pyrrha corrected the brawler, earning a pronounced eye-roll in response.

"Professor Goodwitch is fighting it," Ren suddenly cut in, expression unreadable as he watched the skies where one of the airships had once been.

Clearly visible from the tunnels, bright sporadic flashes of royal purple streaked through the air, dancing angrily around the dark hulking mass that was the Rat King.

A sense of urgency rising within her, Blake turned to the one girl who shared her love of stories, hoping they might hold the key. "Ruby. How does the tale end? What happens to the Rat King?"

Ruby blinked at Blake's question, "Well, they killed it. They were in some ancient mountain range, and they stabbed these huge Dust crystals- one in its nose and one in its ear," she pantomimed this in dramatic fashion, "and then Alexis used her aura to- to... well..."

"Blow herself to bits?" Weiss supplied dryly, careful to watch the massive wall of black blocking the view of the eastern sky over the lip of the cliff.

"... er, yeah. But the Rat King too. How did you know that?" Ruby looked at her in surprise. "I thought you didn't read fairy tales."

"Please," Weiss rolled her eyes, crossing her arms over her chest, "what else are you going to do with Dust in its unrefined, crystalline form? No control. No direction to the blast. She probably killed half of her own army."

* * *

On the other side of the cavern, Jaune extricated himself from the rubble of Glynda's staircase. His breastplate was dented, and he was covered in dust and scrapes, but otherwise not too bad off. "Ugh... Nora, are you okay?"

"I'm great," she brushed dirt off her pink skirt, then jerked a thumb up to the edge of the cliff above them. "The guys in those airships are probably a lot less great."

Jaune wiped sweat from his eyes. The rest of his team plus a very ragged-looking team RWBY were just across the way. "Come on, let's go meet up with the others."

* * *

Glynda took in a deep, steadying breath as she ascended the tallest tree she could find to get a better view of what exactly had just occurred. She had just barely dodged the impossibly massive clawed foot that had come crashing down on her previous perch seconds earlier. Emerald eyes turned to survey the carnage before them, expression shifting from confusion to seething pure disapproval.

The Rat King certainly lived up to its reputation. An entire airship and her crew, gone in as little as two bites. Had Ozpin been on that ship? Her eyes darted to the second airship, ascending up and away from the unexpected threat as quickly as it was able.

Immediately dropping back towards the center of the tree for better cover, Glynda threw her arms out, one aimed at the sky, the other aiming her riding crop squarely at the Rat King. Above her, an enormous storm swirled into existence, completely obscuring the ship trying to escape and rumbling with raw energy - ready to drop an endless rain of ice at a moment's notice. From her riding crop, two shining purple lines snaked out towards the Rat King at breakneck speed, swirling and twisting around their target, poised to strike. She stared directly into the massive red eye of the embodiment of evil standing over the wreckage of what was once one of Beacon's finest ships in the fleet. There would be no more losses. Not if she could help it.

* * *

The Rat King's hide twitched as the storm clouds gathered. Nature's Wrath: a formidable substance. But to wish to pierce through the coat of the Rat King with power such as that was to hope to penetrate an eternity of night with a burnt-out match. He swung his head to the side, his crimson eyes locking onto a speck perched among the trees like an errant bird. A foolish bird, to stand before him thus, but her soul burned bright in his eyes and he knew that here stood the human who had summoned the storm.

There were other humans, however, just as small and in possession of that same, deplorable brightness. His ear swiveled, cupping the sounds of the doomed forest. The other soul-bearer's proximity to one another drew his attention. The Rat King hunched, calculating. If he were quick, perhaps he could extinguish them all at once.

* * *

Jaune came skidding to a halt at the tunnel entrance, breathing hard. "Ren, Pyrrha," His blue eyes were light in his dust begrimed face as he looked them over, "Glad you're okay."

Nora bounded past him and threw her arms around Ren's neck, cheering. "Yay! You didn't get eaten!"

'Yet' would have been an appropriate word for the end of Nora's exclamation, for the moment she joined the group was the moment the Rat King chose to twist suddenly and plunge down at them, wicked yellowed teeth parted, gleaming briefly in that fraction of a moment before its own bulk obscured the light.


	10. Burnout

**A/N: This chapter was SO difficult to stitch together.**

**In other news, in honor of the RWBY prom episode happening tomorrow (I'm going to laugh if it's not actually about the dance but oh well~), I'm going to ask Fiercesomest to be my "date" and watch the episode with me. WISH ME LUCK!**

**Hugs,**  
**Defenestrator**

* * *

Everything happened in an instant. Having kept his eyes trained on the Rat King the entire time, Ren was first to act, throwing his arms around Nora and shouting "MOVE." before darting sideways into the relative safety of the cavern's sides. Pyrrha was only a split-second behind, mirroring Ren's actions in the opposite direction, clotheslineing Jaune in her haste to remove him from harm's way.

Yang watched the teeth approach, as if in slow motion. Out of the corner of her eye, she vaguely registered a small flurry of rose petals, maybe even one of Weiss's glyphs. Everything within her told her to move, but the blonde's limbs were slow to cooperate, hindered by the fog that had been slowly creeping into her brain. A hand on her back - when had that gotten there? - roughly shoved her forward, just out of the tunnel and face-first into the ground. Yang barely had time to register what had happened before those teeth, jaw, face, and all, came rushing by inches above her head, crashing into the tunnel behind her. A little too late, her thoughts finally caught up with the scene before her, noting the absence of one certain Faunus.

Amethyst eyes snapped to the tunnel collapsing around the Rat King's face. "BLAKE."

Inside the tunnel, the huntress in question sat breathing heavily, face to face with a canine as long as the ceiling was high. She watched one of her shadow clones jerk slightly, impaled in the Rat King's teeth, before dissipating into smoke. It was an ominous sight, to say the least.

* * *

Caught off guard by the Rat King's sudden departure, Glynda's eyes flicked up to the remaining airship, now a distant speck high in the sky. Good - hopefully they would warn the medevac team, wherever they were. She released the storm, focusing completely on the Rat King that _dared_ attack her students.

Her body began to glow, summoning a seemingly endless stream of bright purple beams of light. They snaked from both of her hands in every direction, loose and at the ready. Throwing the beast below her one last scathing look, she whipped her riding crop behind her, all the beams suddenly coiling onto one large spiraling line, shooting straight for the Rat King's neck.

* * *

The Rat King had caught _something _in its jaws, but there was no dimming of the brightness, no satisfying snuff that usually came with ending a souled creature's life. The something dissolved a moment later as it probed it with its tongue. How disappointing. The Rat King drew its head back to snap up the human on the ground beneath its chin.

The beams of light struck out of nowhere, striking below and behind its ear. The Rat King jerked its head up, unharmed and snarling at this interruption. He searched the treetops for the attacker.

* * *

Ruby's leg blazed with pain and she stumbled out of her semblance a half-dozen yards into the tunnel. Weiss barreled into her back and the two girls crashed to the dirt floor.

"Why did you stop?!" Weiss shoved the younger girl away, then saw how Ruby's wound was bleeding again and searched for something to use as a bandage. Why in the world had they left Ruby's cape on the ground all those ages ago? "Hold still, will you?"

"Wait, wait. Where's Yang?" Ruby gasped as the Rat King's snout withdrew and light poured into the tunnel again.

The huntress in question scrambled to her feet, catching one of the smaller, springier cable-like whiskers whipping by her as the Rat King raised his face into the air. She swung upwards with it and released her hold at the highest point, the momentum propelling her straight towards the large bony spires protruding from the Rat King's spine. Arms aching but steely nonetheless, Yang grabbed hold of one of the spines closest to the base of the Rat King's neck.

The blonde brawler clamped her eyes shut, willing herself to focus. If she could just get to this thing's ear or eye or something - she opened her eyes, and her thoughts halted. A swarm of Blakes erupted from the tunnel, heading straight for the Rat King's feet and beginning an effortless dance-like climb to his face. The Blake at the head of the pack - the only one leaving a trail of blood in her wake - had her sights set on one thing; the giant red eye bulging out in front of her.

On the other side of the cavern, Jaune struggled backwards, staring up, up at the Rat King. It nearly filled the place- its fur, stiff as needles and dense as a wire brush, scraped furrows in the dirt as its trailing whiskers twitched, searching for its prey above the rim of the cavern. "Plan, we really need a plan."

Inspired by the seemingly impossible sight of Blake's charge for the Rat King's right eye, Pyrrha brandished her spear.

"The current 'plan' seems to be: Go for the eyes." She cranked her arm back, took aim for only a second, then launched her spear directly at the left eye looming far above them with every ounce of force she could muster.

From afar, Ren watched the reckless display with wide eyes. The chaos was unfolding itself before him almost faster than he could keep up.

"Ren, let go," Nora wrestled free, brandishing Magnhild. She noted the rat's absence with disappointment. "Aw, I could've knocked out a tooth."

Ren eyed his partner, choosing to avoid commenting on her decidedly insane expressed desire to be anywhere near the Rat King's teeth. Instead, he redirected that energy. The Faunus girl was going to need backup.

"Let's go for an eye," he offered. "Bigger target."

Nora brightened, "Ooh, good idea."

* * *

The Rat King felt the tickle of the insignificant little beings clinging in its fur, cocked his head to the side, and gave a quick shake. To anything smaller than an office building, it was a muscle-wrenching, bone-jarring shake, eyes shut and hind legs already propelling him up and out of the wrecked cavern. His great, spiked tail swept the ground behind him to impale anything that might have landed or been standing there.

* * *

"Right, eyes, got it," Jaune looked down at his sword helplessly, and then back up at the rat. He didn't have time to see where Pyrrha's spear had ended up- the Rat King's tail came at them like a baseball bat. A poison-spiked baseball bat that happened to be as big around as a bus. He was between it and Pyrrha. With a loud crack the edge of it connected with his shield, slamming him back into his partner and sweeping them both into a pile of stones left over from the cave in.

Still clinging to one of the Rat King's spines, Yang watched with a mixture of horror and awe as the entirety of Blake's army was dislodged with a single massive shake, promptly losing her own grip as the spine beneath her jerked wildly from the incoming wave of inertia.

Somehow, the brawler managed a half-decent landing, but upon rising to her feet she froze, not at the sight of the truck-sized tail headed her way, nor at the sight of Ren and Nora riding the thing, but at the sight of Blake a few yards away, clearly dazed from the fall, stumbling and shaking blood from her eyes. She couldn't see the tail coming. Throwing caution to the wind, Yang sped towards her partner, using her last few shots to give her the boost she needed to hopefully outrun the oncoming wall of thorns.

Blake's ears perked up at the sound of the shots before her world exploded into pain yet again as Yang slammed into her full-force, knocking them both clear over to the cavern's wall, out of the way of... something. Coughing slightly as she struggled to sit up, the Faunus finally wiped enough blood from her eyes to see... more red.

A sea of red. Her partner was sprawled across her, back torn open in one long line from what was undoubtedly the Rat King's tail sweeping away from them, towards Jaune and Pyrrha. The icy fear beginning to creep up on her dissipated the instant she heard a faint groan come from her partner. "Heh, _rats._"

On the other side of the cavern, Pyrrha poked her head out of the rubble, immediately checking on her team leader.

"Jaune! Are you all right?" She heard a light clank and turned her head to see her spear resting on the ground. Her eyes followed the retreating tail upwards - her target had moved.

"Which eye do you want?" Nora called to Ren as she sprinted out to catch the tip of the tail as it snaked past. She grabbed one of the spines and swung aboard without a thought to whether the toxin it contained was the contact sort or the kind where you needed to get cut. She rode it up out of the cavern. "Woohoo!"

"Whichever is closest," Ren replied all too calmly for a hunter flying through the air clutching one of the toxic spines on the tail of a Rat King. He had grabbed his own, shortly after Nora. A flash of yellow caught his eye and his expression darkened. Their ride was headed straight for half of team RWBY.

* * *

The Rat King, on the surface once more, blinked. Focused. The sights and smells of the forest flooded his senses: leaf spice and Grimm and tiny living things-insects and other creatures too small for him to bother with. He scanned for the human who had hit him earlier.

Still perched in her tree above ground, Glynda scowled at the utter lack of damage her strike had inflicted. She made a mental note - hitting the pelt was a minor distraction at best. Golden brows disappeared into her hairline as she watched the mayhem below her. Her students were actively attacking this beast. Filled with equal parts pride and terror, she conducted her rapidly swirling spiral of lines through the air in an arc, readying for a second strike right at the glowing red orb that had just locked onto her.

The Rat King's whiskers twitched. Ah, there it was. In the tree just in front of it. He lashed out a claw to snatch the bit of light in her away.

The Rat King's claws were quick, but Glynda was quicker - just barely. Reading the beast's body language, she deftly slipped through the tree branches and to the ground, ears ringing with the sound of splintering wood inches above her head.

Recalculating her strike angle to account for the Rat King's new position, she swept her riding crop away and towards the ground. Spiraling purple arced downward and surged forward into the Rat King's face, meeting a wall of red with a blinding flash of light.

The Rat King hissed in pain and lashed out at the human. His nose told him that she was on the ground among the puny trees. He snapped at the huntress, toppling full-grown trunks and branches like they were nothing.

Spinning concentric circles of text barely appeared in time to shield Glynda from the Rat King's assault... or so she had hoped. Her barrier did not break - it was a formidable creation in its own right - but the force of the hulking Grimm's lunge pushed the shining wall of purple backwards like so much paper, sending it sliding along the ground, taking Glynda along with it.

Temporarily pressed back against her own barrier from the sheer speed at which it was rocketing through the forest on the nose of a Rat King, the huntress could do little other than narrow her eyes as a tree appeared directly in her path. She braced for impact.

Seemingly out of nowhere, a flash of green and white streaked through the air, snagging Glynda and propelling both of them sideways and into the ground, just as the tree smashed to pieces on her barrier, and the Rat King's head finally stopped, his lunge completed. She rolled to her feet, glasses knocked askew, and whirled to face... "Lie Ren."

"Professor," he bowed slightly.

Any reply she might have had was cut short as the Rat King's injured eye blinked open right in front of them, weeping red all over the forest floor.

Still enjoying her ride, Nora would have been content to swing along the Grimm Rat King's tail all day if it weren't for all the killing people and, well, the trees. She abandoned her perch as the massive tail shattered the trunks of another dozen of Forever Fall's, sending splinters flying. As a parting shot, she swung Magnhild, cracking one of the Rat King's toxic spines. It didn't break, which was disappointing. She poked her tongue out the side of her mouth, squinting against the sun to find the best way up the very large, very angry Grimm to its eyes.

* * *

"You're bleeding, not to mention _delusional_," Weiss informed her partner as they raced to the mouth of the tunnel.

"It's-fine-my-aura's-healing-it-we-have-to-get-out-there," Ruby's words came a mile-a-minute as she half-ran, half-hopped into the sun. The rat was back up on the surface. She darted a glance in search of the others, gripping Crescent Rose and trying to decide what they could even do. Since Blake had asked about the story, all she could think of was to try and blow up its head. But they didn't have any giant Dust crystals and nothing really came close to that kind of firepower otherwise. Not something strong enough to explode through a Grimm that big, anyway.

"Yang! Blake!" Ruby tried to hide her limp. Ohhhh she had lied so hard about her aura: her leg was still bleeding and it hurt and her vision was still kind of fuzzy around the edges. She blinked the blurriness away and exchanged a glance with Blake who was sprawled on the ground after the blow from the rat's tail. She was afraid to touch her sister, or even kneel down to see if she was really okay- she had just mumbled something to Blake, so she must be okay, right?-because she might not be able to get back up with her leg. Instead, she shifted her silver gaze back to the rim of the cavern. A ripping, rushing sound signaled the destruction of a number of trees, and Goodwitch's thunder boomed across the sky.

What could she do? She would try Crescent Rose of course-she had to- but Grimm rat fur was like armor. _King_ Grimm rat fur was like trying to chop through a mountain made of stainless steel. Or it was supposed to be, anyway. Ruby brought her scythe to her shoulder, hoping for once that the stories were wrong, but her head still wasn't entirely clear. At this point, she needed more than hope. Even if she could get through the fur, it was so big. She needed something else. A way to finish it for sure, all at once. Dust crystals were no good, though she'd be game to try them if they had any. She needed something... something...

Weiss stood beside her, gripping Myrtenaster.

Ruby stared at her a second while the pieces fell into place in her mind.

She swallowed hard, putting most of her weight on her good leg as she addressed her sister and Blake, "Are you guys going to be okay staying here? 'Cause I think have a plan."

Weiss had only half-listened. Here was her team, injured, falling apart, while she had barely been touched. Why hadn't she been able to stop some of this? Why hadn't anyone _listened_ to her when she'd said they should _run_? She tore her attention away from the two on the ground, shifting to Ruby and seeing that dangerous, determined look she got when she had some kind of bizarre strategy. Weiss narrowed her eyes, "This plan is going to be the complete opposite of making a tactical retreat, isn't it?"

"Um, pretty much, yeah."

Blake tried to remain as still as possible, both for her own viciously pounding head, and to keep from jostling Yang. She was having trouble comprehending what her teammates were saying. She felt Yang turn her head just slightly, one Amethyst eye locking on Ruby before slowly closing. Blake caught Ruby's gaze herself - at least, she thought she did. Blood was dripping into her eyes again - or was it coming _from_ her eyes?

Ruby was saying something to her - she couldn't quite make out the words, but she realized she was being asked a question. Expression surprisingly neutral as she felt both her thoughts and Yang's breathing slow, Blake inclined her head slightly in what she hoped looked like a nod. Aura utterly spent, she couldn't fight the blackness creeping up on her vision any longer. She slumped forward over Yang, unmoving.

* * *

"Mmrgh," Jaune groaned from where he lay sprawled in the rubble. His body ached, his shield arm was completely numb from the elbow down, and where was his sword? His hand closed on nothing as he propped himself up on his elbows. There were two Pyrrhas to his left, both looking up towards the sky for some reason. "Hey, have you girls seen a bladed-type weapon thingy lying around someplace?"

At Jaune's request, Pyrrha scanned the nearby area. Her eyes landed on a gleam of silver clear across the cavern floor, near what looked to be all of team RWBY. "Ah, over there!" She reached her arm out to it, summoning the blade to her hand with the low hum of her semblance before handing it back to her team leader. She then stood and summoned her own spear in the same manner before helping Jaune to his feet.

Pyrrha flicked her gaze from team RWBY, huddled together in discussion, to the ground above the cavern from which the sounds of battle carried clearly through the air. Instinct told her to join her comrades and fight, but... Jaune was right, they needed a proper plan. Green eyes locked with blue, wordlessly asking for direction.

The solid feel of his sword's blue leather grip in his hand anchored Jaune a bit and his partner's gaze did the rest of the job. Boy, did she have pretty eyes. But no- focusing. Jaune shook his head to clear it, "Okay. Um..." he looked up towards the rim of the cavern, devoid of any sort of actual ideas worth voicing.

Sure, they could randomly attack. Sure, they could try to hold out for back-up- which is kind of what they were already doing. Rat Kings were no joke. His grandfather's stories about his grandfather before him (and so on and so forth back some crazy number of generations) painted a pretty accurate picture from what he'd seen so far: vicious, hungry, and huge. He had no clue of how to actually deal with one.

Pyrrha was looking at him for some kind of strategy. His shield arm was prickling with pins and needles. "Er, I'm pretty open to suggestions right about now."

"Jaune, Pyrrha!" Ruby Rose's call came to them across the cavern floor, which now sported a massive hole after the Rat King's emergence. She was waving to them, propped on Crescent Rose like it was some kind of insane walking stick. Yang and Blake weren't moving and Weiss Schnee seemed paler than usual, but composed. Ruby called again, "Quick, we need you!"


	11. Towards Beacon

**A/N: Defenestrator is an enormous dork, and as soon as she told me that folks on tumblr were going to the RWBY prom with each other, _I_ asked _her_. (So technically I said yes, but _actually_ she said yes.)  
**

**I mean, really, who else would I watch the new episode with?**

**Also, Defenestrator really has her work cut out for her, piecing all this stuff together. We've had Teams RWBY and JNPR going in all different directions- it's super hard to keep the timeline of events in order without things being super choppy, so if it's NOT choppy, all the credit goes to her.**

**If it IS choppy, it's my fault because I'm writing for the Rat King, and I have this tendency to scatter the groups all over the place with my attacks. Whoops.**

** Anyway, Fiercesomest out.**

* * *

The Rat King blinked through a red haze. That was nothing new, of course; the wound in his eye mostly served to make him angry. Another sensation was beginning to grip him now, though: hunger.

Hunger was the Rat King's constant companion, but this was a world-ending hunger. A hunger that twisted in his belly like a snake. His rodent lips slid back away from his long, jagged teeth. He would strip this land of all living creatures eventually, yes, but he required more than one or two humans to sate him at the moment. A desire for efficiency began to override his rage and he rose up on his hind legs, eyes blazing and nose quivering as he scented the air.

Humans rarely lived alone, far from their own kind, he knew. He also knew that they had a convenient and unfathomably stupid habit of constructing their nests above ground. There, to the southwest. His oozing eye widened. There was quite a nest of humans there. With another shake to dislodge another would-be attacker, the Rat King abandoned his dealings with the humans here near his own tunnels and followed his nose to the southwest, trees and stones crushed beneath his paws as he traversed the crimson forest.

Nora lost her grip when the Rat King shook and tumbled into the trees, crashing among the branches till she swung, hanging upside-down near Ren and Glynda. Twigs and leaves stuck out of her orange hair in all directions. "Ouch."

Three pairs of eyes watched as the Rat King stormed off after a seemingly invisible target. With a shock of dread, Glynda was the first to catch on. That thing was making a beeline for _Beacon_. Ren felt Nora drop down from her tree to stand beside him as their professor rounded on them, her voice edged with desperation. "We have to keep it away from Beacon. Do whatever you can to slow it down. I'll try to restrain it." As Glynda watched the pair sprint after the beast, the bitter thought crossed her mind that she may have just sent her own students to an early grave.

Catching up to the Rat King took some effort, but Ren finally managed to grab hold of one of the long dragging whiskers scoring a trench in its wake. He adjusted his stance, surfing atop leaves and dirt as the whisker pulled him along. Reaching one arm behind him to grab his partner's hand, he pulled Nora to his side. He could practically feel the raw excitement radiating off of her as she jumped up onto his right shoulder, one foot resting in his grip.

They didn't need words - it was just one of many maneuvers they had practiced together long before either of them had even enrolled in the very school they were now attempting to save. "The eye." was his only reminder as she crouched, ready to spring. He then sent a concentrated blast of aura-fueled force through the hand supporting her foot just as she leaped from him, watching her like a hawk as she soared in an impossibly high arc, flying directly over the Rat King's head.

Nora soared into the air, totally dismissing Ren's ridiculous reminder about going for the Rat King's eye. They'd decided that practically two minutes ago- did he really expect her to forget something so fast? She brought Magnhild down squarely on the Rat King's forehead as it turned. Well, she would get around to hitting it in the eye, anyway. The blow jarred its way up her arms and into her teeth as she tumbled down its long snout. This thing's skull was _hard_.

Purple suddenly streaked past Ren's line of sight. Hundreds of Professor Goodwitch's signature glowing lines shot forward en masse, loosely snaking their way around the Rat King's neck, ends trailing behind the beast like a shimmering scarf. Ren barely had time to question the sight before the strands looped in on themselves, tightening with a resounding snap as they yanked backwards all at once in the opposite direction.

The collar of beams jerked the Rat King back momentarily, then dissolved into nothing against its sable coat. Hunger raging like a wild thing, the Rat whipped around to deal death to the ones trying to prevent its raid of the human nest. Its tail demolished a grove of trees, its claws flashed through the air, snatching at the one it felt on its whiskers, of all places.

Pyrrha pulled Jaune along behind her as she sprinted up the steeply sloping path scored by the clawmarks left behind by the Rat King's ascent above ground. Ruby Rose's request had been a simple one: distract the Rat King.

Pyrrha glanced back at Jaune, clearly struggling with the climb. Concern flickered through her eyes. Battlefield mobility was going to be the first subject she'd tutor him in. Their target was incredibly easy to spot once she reached the surface. With a final glance at Jaune, she sprinted towards the fray.

Halfway through tangle of wrecked trees that littered the hill, Weiss touched down lightly beside the struggling Jaune. She looped her arm around his as a white glyph flowered beneath her boot soles.

"Hey wha-" Jaune started, but didn't get a chance to finish as the fencer sprang, propelled by her semblance into the upper branches of the trees. His stomach dropped and he clung to the girl, and then to the thin tree branches among which they landed. "Uh..."

_Snap._ The slender branches began to give.

Another white glyph launched them to another tree. This time Weiss chose a lower perch, shoving Jaune away to clutch at the tree's limbs. She dusted off her jacket and straightened her skirt, scolding, "Don't grab onto me like that! I hope you realize that this is the only time I'm giving you a ride. You're going to have to get back down on your own."

The swath of demolished forest ended at the Rat King's feet. The enormous Grimm was at least a quarter mile from their position, but it loomed over them like Professor Goodwitch's storm clouds, only darker and much more evil. It was striking out at Glynda and Ren and Nora with its claws as they made attempts to restrain it, and their efforts weren't exactly going well, but they seemed to have momentarily derailed the Grimm's sudden travel-fancy. Where was it heading? Jaune consulted his mental map and came up with Beacon. He paled. _Beacon._ At the edge of Vale, and full of half-trained students. He switched his focus back to Weiss.

"Right, sure. One ride. Uh. Can the ride last a little longer, though?" Jaune tried to get himself un-tongue-tied. He reached to take her arm again and pointed, "We could see better from over there."

"I know that," Weiss snapped, pulling away from him instinctively before scowling and hooking her arm around his elbow. "I was just resting. You're not the lightest person on the planet, you know."

Jaune smirked down at the heiress, unable to resist: "It's all muscle, Snow Angel."

In her absolute fury and hurry to get her arm loose, Weiss sent him tumbling out of the tree. She listened to him crash through the leaves and felt no remorse whatsoever. Pyrrha would find him, and then he could climb whatever tree he wanted on his own power. Not that he had much.

There was no time for nonsense anyway. She checked Myrtenaster's Dust chamber over again. Her ice-blue eyes flickered towards the Rat King, working out the angle she'd need to accomplish the first step of Ruby's plan while she waited for an opening.

Jaune was halfway back into the tree he'd been summarily ejected from. He hauled himself up onto another branch, bark flaking off all over his jeans, "Okay, so maybe this really wasn't the time to joke around... uh..." he peered up through the red leaves, searching for a trace of white and not finding one. "Weiss?"

* * *

"Well, looks like we've got the worst of it so far," Back in the broken cavern, Ruby eased herself down next to Blake and her sister, grimacing at the pain her thigh. She was starting to feel a little dizzy, but she ignored that for now and tried to arrange Blake into a more comfortable position and get Yang... well, Yang she still didn't want to touch too much for fear of hurting her worse. She glanced up at Glynda's purple storm, her thoughts racing with a hundred ways her plan could go wrong.

She hadn't meant to come up with it and just send the others off like that. But someone had to stay with her injured teammates, and Ruby herself was just barely this side of being able to walk. She wasn't sure how well she could wield Crescent Rose with her bum leg anyway. Probably not well at all. She felt sick to her stomach not trying though. Already the waiting was killing her, like a spike being slowly driven into her chest.

Weiss. Jaune. Pyrrha. Ren. Nora. They were fighting the Rat King.

"Please be okay," Ruby breathed, silver eyes scanning the top ridge of the cavern for any sign of her classmates and the battle they were facing up above.


	12. Inside

**A/N: Sorry this one's up so late! Ahhh I'm going to go throw myself into the trashcan of shame.**

**Also I secretly wanted to spare you from cliffhangers as long as possible.**

**Hugs,**  
**Defenestrator**

* * *

Up in the trees yet again, Glynda barely had time to abandon her perch before the Rat King's tail came barreling through just below her feet, splintering her tree into glorified firewood and flattening her nearby access to higher ground. She couldn't help but feel more than a bit vulnerable out in the open on ground level with that tail swinging around. Still, if this thing was intent on destroying the forest, she may as well use it to her advantage. All around her, broken, jagged pieces of wood, jutting chunks of tree, and tiny splinters alike began to glow purple, rising in a swirling circle that doubled in speed with each revolution. Praying that standing her ground wouldn't get her killed, Glynda flung her arm out, pointing her riding crop directly at the Rat King. The whirling debris circling her sprang into action, flying in a tight corkscrew straight at the Rat King's already injured eye.

Nearly there, nearly there, Pyrrha chanted in her head as she approached the raging battle unfolding before her. She was so focused on reaching the Rat King, she slowly realized that she hadn't heard Jaune's wheezing behind her for a while now. She glanced back... only to find he wasn't there. Skidding to a stop, she checked all around. Where had he gone? Just as she was about to scale the tree nearest to her for a better vantage point, a strange sound hit her ears - a great thundering multitude of cracks. The trees to her right were flying towards her as something incredibly large swept through the forest as effortlessly as a sword through matchsticks.

She braced herself behind both shield and spear. The shrill keen of metal on metal assaulted her ears as the spines from the Rat King's tail met her shield, sending her flying backwards before suddenly jerking her upwards into the air along with it. Confused by the sudden change in trajectory, Pyrrha's eyes swept over her shield, freezing when they located the tip of a spine, jutting straight through the top half of it, inches from her face. The tail slowly reached the highest point of its swing, leaving her nearly level with the Rat King's face. The redheaded huntress seized her chance, taking careful aim before once again hurtling her spear towards one glowing red eye.

Up in the air, Ren held fast to the whisker in his arms as it hurtled upwards, following the arc of the Rat King's sudden twist of his head. He had no choice but to let go as claws suddenly rushed towards him at an alarming speed for something so large. He landed lightly on the Rat King's nose, before grabbing yet another, much smaller whisker, using it to rappel down the side of its snout, right to the base of its largest canine. He shot one apologetic glance in Nora's direction - for stealing her original idea - before pulling out one of his guns and opening fire on the surprisingly soft gums right above the truck-sized tooth.

Ren's shots shredded the Rat King's red gum tissue, exposing the long roots but doing very little other damage. At the same instant, Pyrrha's spear made contact with the rat's previously uninjured eye. The polearm stabbed clean into the crimson orb, its entire length vanishing in the mess of red that flooded over the rat's lower lid. This caused him to blink, and a handful of splinters scattered over his fur-lined brow.

The Rat King was not amused. He gave a short jerk of his head to catch the human embedding pieces of metal in his mouth and he swung his tail hard, slamming the ground with enough force to cause the earth to split open. Several trees collapsed into the breach. Then, with a great gathering of breath, he turned toward the human who kept _throwing things_ at him and gave a violent shake of his entire body.

Dozens of what appeared to be globs of solidified night were flung everywhich way. They shifted sluggishly a moment in the leaves, and then uncurled, baring fangs and claws in spades: Grimm rats.

The Rat King was spawning them.

The quick movement of the Rat King's head yanked the whisker from Ren's hand and tossed him sideways, sending him sprawling directly into the beast's maw. He quickly drew his second gun, plunging its blade deep into the gums above the wall of teeth that had snapped shut before him. He hung from his gun, bracing his feet on the inside of one of the innumerable white pillars blocking his path to the outside world. Darkness pressed in around him. This was a very very bad place to be. He let out a calming sigh. Better make the best of it. Ren aimed his second gun at the back of the Rat King's throat and opened fire.

"Ren!" Nora had fallen off the Rat King's face when it had shaken, and had seen her partner disappear into the creature's mouth. She was out of long range ammo, but she could still jump- she did so, gripping its wiry fur to get up to its jaw to smash some teeth.

Pyrrha had just enough time to see her shot strike true before she suddenly found herself flying towards the ground. She dislodged herself from her shield quickly enough to avoid being slammed into the ground, but there was nothing to stop her from dropping straight into the yawning chasm that had opened up below her. Glowing a faint shade of black, Pyrrha whirled around in the air and stretched her arm out to the sky, willing her spear back to her as she fell into darkness.

Glynda was getting tired. Tired, and angry. She had just missed her target because of a _blink_, one of her students had just disappeared into the jaws of the Rat King, another had just plummeted into the ground, and now she was surrounded by Grimm rats. She was done playing around. Crackling with furious energy, she summoned her purple rings beneath her feet. Those same rings suddenly snapped into existence beneath the feet of every Grimm rat within a five mile radius of her.

With an air of finality, Glynda snapped her arm to the sky. Before the newly born Grimm rats had the chance to blink, purple spears of light shot upwards from the circles beneath their feet, jutting up through their necks and out through their skulls. She glared defiantly up at the Rat King as his minions slumped over dead all around her.

The Rat King snapped his teeth, running his tongue through his mouth to finish off his prize while more Grimm rats dripped from his coat, waking red-eyed and deadly on the forest floor. Whatever had stabbed into his eye was moving- he shut his eye harder and swung his head as the blade came against the inside of his eyelid.

The situation had escalated from very bad to absolute worst. Ren could feel the Rat King's tongue sweeping backwards to drag him down into nothingness, and he was out of places to run. Seconds before the fleshy mass reached him, the tooth his feet were braced against suddenly shifted sideways beneath him, knocked askew by an impossibly strong blow from the outside.

He dove for the newly created opening, getting about halfway out and catching a brief glimpse of his partner when the Rat King's tongue caught his legs, pulling him back in. He felt Nora's arms lash out to grip his own, pulling back fiercely against the tongue trying to snatch her childhood friend away. The Rat King's jaws suddenly opened again, and with a final yank from Nora he tumbled free, just as the teeth snapped shut behind him. He smiled at Nora as they fell through the sky. She always knew just where to find him.

* * *

Jaune swallowed to keep his heart from jumping right out of his throat. This was insane—Pyrrha had gotten hurled off somewhere, he'd lost sight of Lie Ren, and even Nora's attacks were totally useless against the giant Grimm. Professor Goodwitch couldn't keep up her attacks forever (probably) and where had Weiss- he saw a flash of movement up high, between his position and the King Rat's. He gripped the branch he was on and have the sharpest, loudest whistle he could, "Hey! Giant evil rat! Over here!"

The King Rat's ear quirked in his direction.

Then the heiress dropped from the sky like a shooting star. A combination of glyphs and gravity drove her down into the cup of the Rat King's left ear. Her blade bit into the cartilage there, anchoring her for a moment while she redirected her focus. She didn't have time to be relieved that she had made it this far, not really- but she _had_ been worried when the Rat King had swung his head around to face away from her. She might have missed if not for the blond idiot screaming in the treetop.

Weiss made a mental note not to despise him so utterly if he was still alive later, and she dropped into the Rat King's narrow ear canal.

* * *

The bite of a mosquito. A midge. That's all it was to the Grimm until the sting withdrew and he felt something move inside his ear. Deep inside. He quirked his head, but more pressing issues demanded his attention and he snapped again at the pair of humans nearest his jaws even as he thrust his snout low to sink his teeth into the human who had destroyed so very many of his recent offspring.

Glynda briefly adjusted her glasses, unable to believe what she had just seen. A streak of white that had most definitely been Weiss Schnee had just shot flawlessly down into the Rat King's ear. Green eyes widened at the possible tactical implications of this move. She had no time to dwell on it as the Rat King's face barreled towards her once more. Already breathing heavily from her earlier outburst, Glynda summoned her barrier once more, only to have it shatter in a blinding flash upon impacting the Rat King's armor plated nose.

The huntress flew a good twenty feet through the blessedly treeless clearing before rolling to a stop and shakily getting to her feet. Her fatigue was apparently worse than she thought. Nonetheless, Weiss was still somewhere inside the beast's head, and she would _die _before letting one of her students face a Rat King on their own.

Pulling from her deepest reserves of strength, Glynda called forth her purple rings once more - this time, identical circles appeared underneath the Rat King's head. She swung her riding crop in a high arc. Hundreds of purple lines shot up and over the Rat King's snout before slamming back into the dirt, pinning his head to the ground. She held fast, ignoring the pack of Grimm rats bearing down on her.

* * *

"… out of my mind to agree to this. Absolutely psychotic," Weiss Schnee slid down half on her heels, half on her elbows through the thick, black sludge lining the passageway into the Rat King's skull. It was a narrow fit—too narrow to even see where exactly she was going-and it was longer than she'd expected. Then again, the creature _was_ roughly the size of a mountain.

It was dark but for Myrtenaster's glow; the air was hot and close, and a smell like wet ash and burned hair clogged her nose and throat. She would probably have to burn most of her combat outfit when she got back to Beacon. _If_ she got back, and _if _there was still a Beacon.

The tunnel pitched beneath her, throwing her against one curved, flesh-lined wall. She righted herself, cringing, squashing the urge to wipe her face on her sleeve because it really wouldn't help. _Focus, stay focused. Keep moving._ She coached herself as she worked her way in. It was a Grimm. She was going to kill it. She could worry about rat earwax on her face and in her hair later.

This whole moronic plan of getting inside its head was Ruby's idea, of course, and Weiss was going to throttle her later for pointing out that she was the smallest member of either team and thus perfect for the job. The young team leader had also accurately assessed her weapon's formidable Dust channeling capabilities, but that was beside the point.

All of that taken into account, it would be simple. Very simple. Just get a little farther in, find a place where she had enough room to maneuver... Weiss had already dredged up the Grimm anatomy diagrams she'd memorized and thought her best shot would be from somewhere in the middle ear where she may or may not have a little more space to work with. She wasn't sure. Real life had an annoying tendency to be more complicated than the pictures in her textbooks.

The Rat King turned, or jumped, or something and Weiss just about impaled herself on her own weapon. Honestly, the glow of her Dust didn't help her in such a close space that was… turning upside down?! "What—!" She braced her arms to keep from falling back up the tunnel the way she'd come.

* * *

Green eyes narrowed somewhere in the dark. Something was in the way of her spear. Pyrrha considered her options, hanging with one arm from a tree that was in turn hanging from one root over the edge of the chasm. She settled on the most logical option, calling on her semblance to push her spear in the opposite direction, as far in as it could go.

The Rat King reared as whatever was trapped in his eye moved, grating against the bone at the back of his eye socket. He threw his head side to side as his coat dissolved the cords pinning him to the ground. With a last, terrible hiss, it ripped free of Glynda's trap and thrashed, opening and clawing at its own eye to get the offending object out.

Throwing her arms down, Glynda bared her teeth frustration as the Rat King broke through her restraints yet again. Her features quickly shifted to confusion as she watched the monstrous beast writhe about in pain. A spear suddenly shot out of its eye and off into the distance. Pyrrha Nikos. "A+," she whispered to herself, before turning and sprinting for the treeline. She had little trouble dodging past the Grimm rats in her path, as they were still fairly spread out in the open space.

High in the relative safety of the trees once more, she raised her arm to the sky and called forth another storm - settling on ice this time. Blue lightning flashed in the growing swirl of clouds. She knew it was pointless to go after the Grimm rats - killing the Rat King would kill them all at once. Still, in her weakened state it was all she could do to buy them a little time - keep forcing him to make more minions. She brought her arm down, bringing with it a sudden rain of jagged pillars of ice. Green eyes flicked over to the Rat King. Maybe if she was lucky, a few of these would hit that mangled eye.

The Rat King, hearing the boom of thunder, whipped its head up.

Nora, Ren in tow, crashed into a tangle of brush and splintered wood. She popped up, ready to inspect her nearly-swallowed partner, but her eyes caught sight of the Grimm rats surrounding them instead. New globules that fell from the Rat King's coat shivered and rose, blinking red eyes and baring white teeth.

"Hey Ren, you remember when we fought, like, a million of these in that tunnel?" she levered herself up out of the debris, Magnhild catching the purple flash of Glynda's power from the clouds. She grinned, "Let's do that again!"

Ren smiled up at his partner. Either she wasn't anywhere near as exhausted as he was, or she hid it well. "OK." He stood and offered his hands to her. Smile widening slightly at her excited cheer as she leaped up onto them, he repeated their earlier maneuver and once again sent her flying into the air with a burst of force. Though, he noted with a frown, not nearly as high as before - despite using both hands. His aura was running dangerously low. Just as the thought crossed his mind, one of the Grimm rats surrounding him charged, teeth bared and snarling.

Forced into defensive action, Ren vaulted to the side, twisting and backflipping past the haunches of a second charging Grimm rat. Leaves scattered in his wake as he landed right in front of yet another Grimm rat that had already reared up, poised to strike. No time to dodge - he threw his arms out to block the rat's oncoming attack with a wall of force. It flickered and winked out of existence just as massive claws connected with his body.

Nora smote one of the spawned Grimm rats right in the nose on her way down from her leap, and she sprang back, impressed with herself. She'd never seen a skull shatter quite like _that_ before. Maybe because she'd never fought many giant rodents in the past. They really did keep coming, didn't they? Her turquoise gaze wandered to the Rat King for a moment before she heard the claw-and-body impact and spun around- clocking another rat in the process- to see... "Ren!"

Ren flew backwards - at least he had only been backhanded - before painfully colliding with something behind him. A faint sense of wrongness crept up in the back of his mind. He looked down. A red-coated spike from a Grimm rat's tail glimmered cheerfully in the sunlight, sprouting right from his chest.

Ren watched in shocked fascination as the spike disappeared from his chest almost as quickly as it had appeared, jerked out of him with a sickening squelch. He collapsed, mind already falling into a haze, whether from poison or pain he wasn't sure. A resounding_ crack_ split through the air, and a Grimm rat's lifeless body dropped right next to him, clearly missing the bottom half of its jaw. Like music to his ears, a staccato string of snaps, crunches, and heavy thuds whirled around him.

In the silence that followed, he felt hands roll him onto his back. Hands that proceeded to roam over his body, his chest, before landing gently on his face. Someone was calling his name.

Nora.

Ren wanted to answer - wanted to tell her it would be OK, but the poison coursing through him muddled his words of reassurance into a guttural slurred groan.

Her hands left him, the air suddenly ringing once more with the sounds of battle. Dulled pink eyes slowly drifted shut, as if lulled to sleep by Nora's symphony of shattering bones.


	13. Dust and Bone

**A/N: This chapter goes out to our bloodthirsty anonymous reviewer who's either gone or has been hoping for Ruby to keel over for weeks now. (Well, she still might not, but things are getting rough.)  
**

**Good times.**

**- Fiercesomest**

* * *

Jaune scrambled over fallen trees and across open ground, praying the Rat King wouldn't swing its tail his way. Another blow from said appendage made the earth shudder beneath his feet, and the thunderous rip and snap of full-grown trees being uprooted and shattered to pieces somewhere to his left, not to mention the horde of newly spawned Grimm rats stirring on the ground near the monster, sent him scrambling faster.

He thought he'd seen Pyrrha go down somewhere nearby, but he wasn't sure exactly where until her spear came hurtling through the air out of nowhere, headed for a huge rift in the earth. Jaune changed directions and skidded to a stop at the edge, peering down at the red-headed warrior.

"Pyrrha," he darted a glance to find some way of helping her up. He needed a rope, or something. Maybe a belt? He fumbled at one of his buckles, "Weiss is in. Have you seen Ren and Nora anywhere? We're gonna need to shift to damage control really soon."

Pyrrha smiled at the sound of Jaune's voice, her spear finally safely in hand again - even if it was a bit... slimy.

"I think I saw them up near the Rat King's head," she called up to him, throwing her spear at the rocky wall in front her. It lodged deep into the sediment with a satisfying _thunk._

Pyrrha swung herself from her tree, landed on her spear, and used it as a springboard to jump back up above ground. She called her spear back to her hand with a low metallic hum as she touched down right beside Jaune, who... seemed to be a bit preoccupied, struggling with one of his belts. She turned to face him. "Do you need help with that?"

The question was barely out of her mouth when she spotted a Grimm rat out of the corner of her eye, charging at Jaune's back full speed towards the chasm. Instinct took over. She shoved Jaune out of the way, remembering a little too late that her shield was still stuck to the Rat King's tail. Blocked only by her spear, the Grimm rat smashed into her, sending them both toppling over the edge and down into blackness.

Dirt, leaves, and air whipped past Pyrrha's face as she tumbled, free-falling through the darkness of the chasm she had just climbed out of with only a snarling Grimm rat for company. The Grimm rat loomed just above her, twisting and thrashing through the air, obscuring most of the light coming from above.

Ignoring her enraged opponent for the time being, she transformed her spear into rifle form, quickly aiming towards the bottom of the chasm and firing directly below her to slow her descent. Angry red eyes passed by as she unloaded two more shots, telling her that the Grimm rat was now below her, which was a very good thing, as she had seen the chasm's sudden end in the brief flashes of light from her rifle's muzzle.

With a heavy _crunch_, the Grimm rat crashed into the jagged rocks at the bottom of the fissure. Pyrrha landed gracefully on the Grimm rat's haunches, immediately taking aim and shooting at an eye. The flash from her shot allowed her to take note of the rat's neck, bent backwards so far its head almost reached its spine. She lowered her weapon with a short sigh of relief. Glancing back up to the distant surface elicited another longer sigh. It was going to be a very long climb back to ground level.

Above, Jaune hung upside down, his unbuckled pants caught in the exposed roots of some huge tree. He swayed there, hanging from his ankles by his jeans, blood rushing to his face as he yanked at them ineffectually. "Just keep doing what you're doing, Pyrrha! I'll be right there to back you up... uh... eventually..."

* * *

Weiss lost purchase and dropped down the creature's ear canal, colliding with a wide, taut membrane. Myrtenaster's tip caught and tore through it like paper.

Ear anatomy time: that must have been the eardrum.

She scrambled to find her footing but ended up just white-knuckling her sword's hilt and covering her head as her surroundings jerked and pitched in all directions. A grating screech filled the air, deafening, reverberating in her bones.

Definitely the eardrum.

* * *

Outside, Glynda's pillars of ice rained down, mostly glancing off the Rat King's fur and into the ranks of its spawn. One did strike his eye a glancing blow, but he had a new problem: his ear. The Rat King tossed his head, dragged his ear on the ground, dug at it with his claws. There was something inside it- something alive. It had caused him pain, and he had to get it out.

He would get it out. And then these humans who foolishly ventured to stab weapons and hide inside his very body would _die_. He would devour them, and then devour their nest- all of their nests. Every last one within the bounds of the great seas.

* * *

There was no end to the Grimm rats. Glynda scowled down at the teeming mass of the Rat King's minions continually springing forth from his coat.

Replacements appeared just as quickly as her pillars of ice ran them through, but at the very least she was keeping their numbers in check. A stalemate.

She threw a quick glance at the Rat King, startled to see him smash his own head into the ground. A faint smile worked its way through Glynda's tired features at the sight of the towering beast flailing about in agony, ear bloodied and in tatters from his own claws.

Whatever Weiss Schnee was doing in there was working.

* * *

Thunder rolled.

Ruby struggled awake, forcing her vision to focus. Her hands closed automatically on Crescent Rose, who rested over her shoulder.

Had she fallen asleep?

Blake her sister were sprawled next to her, unconscious and bloody. A dull panic rose in Ruby's chest. When she tried to uncross her legs, the pain in her thigh flared up. She hissed and gripped Crescent Rose harder. Well, now she was awake, at least. Her head ached and the whole floor seemed to tilt up and to the left.

Something else moved- a blotch of black, ribbed with white. The lightning flashed blue. Two crimson smears in a new-formed face fixed on her.

Ruby scrubbed her eyes with her sleeve. _No. Don't be sick._ She levered herself up off the rubble-strewn ground. Not now.

Her leg wouldn't hold her weight, so she leaned on the wall of the tunnel, facing the Grimm out in the open remains of the cavern. She felt naked without her cloak and her throat had a thick, coated feeling when she tried to swallow. _Don't fall. Don't throw up._

Ruby brought her scythe up in a wide, overhand arc, embedding its tip in the hard-packed earth so the muzzle of her rifle pointed roughly at the rat.

This was part of the plan; this was why she'd stayed behind. She could do this.

Crescent Rose's bolt-action made a heavy click as she chambered a round.

She fired off a shot, but the rat didn't flinch.

Missed. She blinked hard to try to clear her vision, but it didn't help. The second shot took out an eye.

It wasn't enough to kill the rat, though. The Grimm advanced with a furious hiss, its coat black as coal, resisting the light like it was made of darkness. Ruby fired again, the recoil jarring her entire body enough for the wound in her leg to flood pain through her system.

More rats crested the ridge and began to descend, their red eyes bright in the gloom of the storm. Ruby glanced behind herself at the sound of claws scrabbling on stone. Another set of crimson blurs loomed, far back in the tunnel.

Ruby jerked her weapon's blade free of the ground and moved to stand over her unconscious teammates. Her injured leg still wouldn't take her weight, so she knelt, her scythe balanced across her shoulders, eyes darting to keep track of all the Grimm converging on her position. She would hold them back as long as she could, and then... then... her gaze dropped to Blake, pale and bleeding. And Yang. Her big, strong sister, more beat-up than anybody she'd ever seen.

Her grip tightened on Crescent Rose as she turned her attention back to the rats.

She would hold them back.

* * *

When enough rats were killed to buy her a few seconds' peace, Nora leapt back to her partner.

"Ren, oh, wake up," Nora dropped her hammer to crouch over him. A red stain spread quickly over his green coat surrounding the stab wound. Nora put her hands over it. Maybe that would stop the blood. Her voice was very small, "Please, Ren. There's more rats we've gotta kill, and- and come on, wake up."

* * *

Weiss braced herself against the blood-slick wall of the rat's middle ear.

There were many, many ways that this plan could go awry.

She had listed at least a dozen of them when Ruby first suggested it- a couple of them involved not making it this far, but most had to do with the odds of Myrtenaster being able to pierce through Grimm bone. She needed a perfect shot, a strike at right angles to the skull's surface, or her blade might simply skate off. And accomplishing this inside a giant, far-from-cooperative rat's ear? That would be next to impossible.

"But could you do it?" Ruby had asked her, silver eyes earnest and searching.

"You just _had_ to say yes," Weiss growled to herself through clenched teeth as she searched the tissue lining the narrow cavity. And she'd had to because it was true. However difficult, however infinitesimal the chances of pulling it off, there was no technique that she couldn't execute to perfection, provided she wasn't thrown off by unforeseen variables. Moving environment? Expected. Lack of traction due to blood and/or whatever sorts of fluids were present in the middle ear? Doubly so. Weiss Schnee would take her shot, and it would be flawless.

The only ounce of doubt she harbored had to do with the make up of the Rat King's skeletal structure and her blade itself: if Myrtenaster were to shatter as a result of the strike just as she activated the dust chamber... well... Weiss wouldn't have to worry about it if that happened. She wouldn't have to worry about anything, in fact. Ever again. So she put that particular possibility from her mind and took deep breaths, choosing her target. Time was of the essence when half the forest and quite possibly more than half of her teammates were getting demolished by a freakishly large Grimm.

The skull wouldn't be much thinner here. In fact, it might be slightly thicker compared to, say, the crown of the head, but the lack of impenetrable fur was a must. The soft blue glow took on a harder edge as Weiss positioned her blade, still bracing herself with her legs and right hand as the rat continued to turn somersaults, or whatever it was doing to make her world turn upside-down. She tossed her head to get her hair out of her face.

Breathe. Focus. Wait for an opening.

When gravity stopped changing directions, she knew her chance had come. Weiss dropped her right hand, enacting a white glyph at her back and then locking her palm around her rapier's pommel. She kicked off the glyph, launching herself the short distance with as much power and speed as she could muster.

As her blade struck bone, Weiss gritted her teeth and released the rest of the dust in the chamber all at once.


	14. Aftermath

**A/N: It's hard to believe we're nearly to the end! Sorry today's was so late again. We might have started up a tumblr... I'm going to put the info in our profile if you guys want to bug us or just ramble about rwby with us. ;3**

**Hugs,**  
**Defenestrator**

* * *

The Rat King didn't even have a chance to react. One second, it was thrashing, attempting in vain to get the small human out of its head. The next, ice shot through its brain, rupturing its skull so spikes of steely blue jutted through into daylight. The giant Grimm simply dropped when this happened, dead as a stone. Its sheer weight crushed whatever trees were still standing underneath it. Its huge whiskers swung skyward as its head lolled to the side. Red fluid continued to seep from its eyes as the crimson leaves kicked up by its collapse settled back down around its enormous form.

Glynda's tree shuddered and swayed in the shockwaves of the Rat King's collapse, knocking her glasses askew and nearly sending her toppling to the ground had she not already been leaning heavily on a nearby branch from exhaustion. She adjusted her glasses, ripped them off and wiped them on her tattered cape, then put them on again.

Her eyes widened at the sight of the Rat King, motionless on the forest floor. She quickly lowered her gaze to the sea of Grimm rats below. Hissing and screeching in unison, their bodies had already begun to melt back into the same formless darkness from which they came, quietly dissipating into the air like smoke from a doused flame. There was no question - the Rat King was dead.

Releasing a huge sigh, Glynda dispelled her storm. Her mind tried its best to keep up - they had just killed a Rat King. A lone huntress with a team of students. It was unthinkable, but the proof was lying right in front of her, wearing a crown of ice. Fitting, for a supposed king. A smile broke across her face, wide and bright as the pride that filled her. Truly Beacon's students were the finest in all of Remnant.

As a quiet stillness returned to the forest, the distant sound of airships finally reached her ears. Green eyes searched the horizon before landing on a distant speck of white and blue - the medevac team's signature colors. "Better late than never," she muttered quietly.

* * *

Nearly halfway up her climb, Pyrrha felt a violent tremor pass through the ground. She held fast to her spear-turned-makeshift-piton, squinting at the small shower of dust and rocks raining down from above. What was going on up there? Her brows knitted in worry for her teammates. High-pitched screaming alerted her to something much larger headed her way. Her head snapped up and caught a flash of blonde. "Jaune!" Pyrrha grabbed for him as he plummeted by, managing to snag one of his ankles. The sudden jerk downwards tore her spear from her grip and they fell together, landing in a heap on the haunches of a Grimm rat... that was slowly dissolving?

She dropped the extra few feet to the ground as the beast turned to smoke beneath them. Grimm rat or not, she was right back where she had started. Pyrrha stood and brushed herself off. She called her spear back to her hand and looked up, staring wordlessly at the distant light pouring down from above. Ever patient, she turned to face her pantsless team leader with a gentle smile, the barest hint of irritation dancing in her eyes. "Well Jaune, It looks like your first lesson is going to be in climbing."

"That was absolutely, incredibly not my fault," Jaune stammered, hauling his pants up and fumbling to re-thread his belt through the loops. If his head had been on straight, he'd have wondered what had happened up at the surface. As it was, he was so focused on the fact that he'd lost his pants in the middle of a battle and now he had to climb up out of a huge chasm that he didn't even consider other events until he and his partner hauled themselves back up to the surface.

* * *

The first rat was mad with pain. Ruby couldn't blame it- she would be mad if someone shot her eye out with a high-impact sniper rifle. Well, actually, she might be dead, but if she weren't she was pretty sure she'd be upset.

In any case, the rat had never stopped advancing. It reared up over her, over Yang and Blake, bigger than an Ursa Major. It bared fangs dripping red with its own blood.

Ruby gathered her strength, waiting for it to strike, her body trembling with the effort to stay upright. She kept her eyes locked on its one good eye, but she could feel that the other rats were close. As soon as this rat attacked, they would join in. Ruby's breaths came short and quick through her open mouth, determination turning to fear. This was it.

With something between a roar and a screech, the wounded rat's teeth snapped down at her. Ruby cried out as she lunged to meet it, firing Crescent Rose as she swung so the blade sliced through the Grimm's face like... like... air?

She tried to pivot to keep up with the excess momentum, but her feet got tangled up on themselves and she wiped out on the tunnel floor. Yang. Blake. The other rats would be all over them. She scrambled to right herself, only to see the pack of rats slowly dissolving. "What...?" she sat back down, looking first left, then right to make sure they were all disappearing. And... they were. Like they were made of nothing but ash. She rubbed her head, "O...kay...?"

Then she realized what it meant. The King Rat was dead. Probably, anyway. Why else would the little rats disappear? It had to be the Rat King. She scanned the ridge above, wishing she could be up there to see what had happened. She was dizzy with relief and possibly rat poison, so she sprawled on the tunnel floor next to her teammates for a minute to catch her breath.

* * *

Grimm rats had pressed in around Nora and Ren again, but the hammer-wielder kept nudging her partner and didn't pay them any mind. Only when a rat came close, its jaws parting wide enough to bite her in half, did she swing around, pointing an accusing finger at the huge rodent, "_Wait your turn!_"

To her surprise, the rat melted. _Melted._ Into a big puddle of black goo that turned into black powder that sifted away on the breeze. She inspected her bloodied index finger. Had she just gotten some kind of new power? Ooh, a level-up! Just in time- Nora pointed at the hole in Ren's chest, "Heal!"

Nothing happened.

Then a rush of air kicked up leaves and splinters. Nora looked up to see a sleek, mini-airship painted white and blue soar low overhead: the medevacs. They weren't as good as the hole in her partner's chest just closing up all at once, but they were way better than nothing. She leapt up, flagging them down.

Professor Ozpin stepped down off the first ship, sweeping the field of destruction with a glance. "We've no time to waste. Get him aboard," he directed the medical team. They were quick. Well-trained. They lifted Lie Ren onto a stretcher and had him back on the aircraft in moments.

Ozpin gripped the handle of his cane and turned to speak to the boy's partner, but she was hovering over the emergency response team, volunteering to donate blood or hair for stitches or whatever they needed. Well then. His attention shifted back to the enormous Rat King. Icicles protruded from its skull, glittering in the early evening as Glynda's storm clouds began to dissipate.

* * *

To Glynda, the sight of the medevacs touching down on the other side of the swath of destroyed forest was both welcome and unwelcome.

Welcome in that it meant help was on the way. Unwelcome in that it brought her crashing back into the reality of the situation and wiped the smile off of her face. Her students - how many of them were even still alive? She had caught glimpses of most of team JNPR engaging with the Rat King, none of which had seemed to end well, and she hadn't even seen the majority of team RWBY since the caverns.

Weiss Schnee - that was the only student she really knew where to find. Glynda leaped down from her tree, running towards the Rat King as quickly as her exhausted body could manage. She only hoped she was racing towards a survivor, rather than a martyr.


	15. Final rescue

Weiss opened her eyes.

In the last glow of her attack, she saw Myrtenaster, its blade buried three-quarters of the way to the hilt in bone and tissue. She'd been able to direct most of the Dust forward, through the rat's brain, she hoped. The exposed part of the blade had made keeping it limited to that... difficult, however.

The ice that had sprung up around it curved with the walls of the rat's middle ear, ringing the space with needle-sharp spikes. They pricked her shoulders from behind. Her boots were locked in a thick crust of frozen blood. Abruptly, her knees gave out, and she slumped against the clear wall-space surrounding her fixed blade. Her sleeves and skirt were stiff with frost.

But the Rat King was dead.

At least it had better be, after all that.

She tried to pull her blade free, but it wouldn't budge.

Well, that could wait. She'd relied almost completely on her semblance to get here, and she'd just used a _lot_ of Dust. Moreover, the adrenaline that had been coursing through her system since this whole thing started was wearing off.

It was over now.

Myrtenaster's residual light faded, and Weiss sank lower against the frozen wall of tissue, too tired to shiver.

* * *

Glynda stopped short upon arriving at the Rat King's massive head. She eyed the left ear warily - it was pressed lightly to the ground, layers of rime coating the leaves scattered around it.

Dropping to her knees, she carefully pushed herself halfway under the shell of the ear, her breath visible as she coughed from the overwhelming stench. Glynda frowned at the sheer cold emanating from the dark opening of the ear canal. Hypothermia could set in all too quickly in conditions like this, and the dead silence coming from within the ear wasn't a good sign.

She called into the darkness, taking care to keep her voice as clear and calm as possible. "Miss Schnee. Are you all right in there? Can you hear me?"

* * *

Professor Goodwitch's voice came from very, very far away. Weiss roused a little at the sound. She gripped Myrtenaster's hilt, but she still couldn't free the sword. She didn't even have room to- the ice crowded her on all sides, too close to permit the weapon's full length to be drawn.

She slid forward against the wall again. Okay. Alternate plan: yell for assistance.

"I wouldn't be opposed to having a little help getting out of here," the heiress tried to call out to wherever her professor was, but it came out as a weak mumble and a few of the words may have gotten lost on the way.

Well, so much for that. Keeping her head up was really getting to be a chore, and she was so cold; she hugged her arms around her stomach and tried to take deep, steady breaths to gather her strength. Just another minute, and she could think of a way out of course, she told herself. She just needed to rest a minute.

* * *

Sounds drifted out of the Rat King's ear. Glynda strained to listen, catching only one word - help. Adrenaline rushed through the professor's veins. She needed to get in there, but - she glared daggers at the narrow opening, then down at her own solidly build frame - there was no way she'd be able to fit. Not without getting stuck herself.

Ozpin cleared his throat to announce his presence to Professor Goodwitch. It hadn't been difficult to locate her after he'd left the medevacs.

Glynda wriggled back out from underneath the Rat King's ear, hoping to see the medevac team. Her face went blank.

Ozpin.

Apparently, he was alive and well.

She watched his eyes wander over the hulking form of the dead Rat King, looking somewhat abashed. Glynda rose to her feet, unsure whether she wanted to embrace the man or throttle him where he stood.

His next words made the decision painfully easy.

"I... seem to have made a rather large mistake this time."

Blood set to boiling, she stormed over to the headmaster, stopping inches from his face. "A mistake?" she all but hissed, green eyes spitting fire. Countless accusations ran through her head, each more venomous than the last, but the longer she held his gaze the easier it was to see clear, genuine remorse etched into his features. Her anger waned. Now was not the time - she made a mental note to corner him in his office later.

Stepping back, she pinched the bridge of her nose and let out a sigh. "That's an understatement."

She turned her back to him, once again facing the Rat King. "Weiss Schnee is somewhere inside that thing's ear. She needs help, but I don't know how to get her out of there." Blue eyes glanced back over her shoulder to meet brown. "Any ideas?"

* * *

Jaune scrambled up the last ledge, panting with exertion.

Massive destruction greeted the two teammates. Trees were down everywhere, the gray trunks splintered and wrecked. The still form of the mountainous King Rat didn't register for a second, and when it did, the blonde swordsman's only comment was an awed, "Whoa."

"Woah indeed," Pyrrha echoed her team leader's sentiment. Despite all odds, Ruby's plan had worked. Weiss had pulled it off. Somehow she'd known it would. Even the medevac airships were beginning to land! Joy at the airships' arrival dissolved into horror at the sight of Ren - pale, bloodied, and motionless - being whisked away on a stretcher. She recalled Blake and Yang crumpled together on the floor of the cavern, and Ruby who had stayed behind with them. "Jaune. Let's take the medevacs to the cavern."

"Right, yeah, good idea," Jaune tore his eyes away from the dead Rat King and glanced at his partner, suddenly worried that maybe she'd been injured too. Her armor had a coat of dirt and she had maybe a scratch from a splinter, or something, but actually that may have been rat blood. Her red hair wasn't even messed up, or if it had been it had fallen back into line.

His own was sticking out everywhich way, plastered with dirt and sweat, but he didn't actually give it any thought as he waved his arms and yelled for the medevacs, directing them to the location of most of Team RWBY.

The run to the cavern felt like an eternity. An eternity for Pyrrha to question her own actions. Had it truly been wise to leave Ruby, alone and clearly injured, to protect her fallen teammates? At the time, the sheer determination and confidence in those silver eyes could have convinced her of almost anything, but now, thoughts released from the heat of combat, doubts began to creep up on the redheaded huntress.

First to reach the cavern's edge, she scanned the ground below, stopping when she spotted the motionless trio of black, yellow, and red. Pushing her growing apprehension aside, she shouted down to them, "Ruby! We've brought the medevac team!"

Jaune caught up to his partner in time to see the other team's leader stir. "Here, let's go down," he half-ran, half slid down the steep furrow the Rat King had left with its tail when it had last exited the cavern.

Ruby groaned and pushed herself up on her elbows. Her head hurt. Her leg hurt. Actually, pretty nearly everything hurt. Dust and pebbles scattered as the medevac airship eased its way down onto a piece of steady ground on the cavern floor. Emergency response team members clad in blue and white to match the ship filed out to collect the unconscious Blake and Yang.

"Jaune? Pyrrha!" Ruby sat up, shaking her head to clear it a little. Her voice came out rough, thick with fatigue, "Is the Rat King dead?"

"Yeah, your plan worked great," Jaune leaned his hands on his knees, catching his breath after his haphazard slide down into the cavern. Pyrrha stood at his side, looking concerned for him and the others, who were already being shipped onto the medevac.

"What happened up there? Wait, wait," Ruby pushed away the arms of the two men ready to lift her onto a stretcher, "Where's Weiss?"

"Weiss is... She's... uh..." Jaune stumbled with his words. He hadn't seen the heiress since her flying dive into the Rat King's ear. At Ruby's panicked expression, he flushed and added, "I mean, I'm sure she's fine, just I haven't seen her yet."

"We have to find her," she planted the end of Crescent Rose's grip in the dirt and hauled herself up and braced herself, standing unsteadily. If Weiss was in trouble, it was her fault. Weiss had wanted to retreat, after all—not jump into some crazy plan to fight the monster Grimm. Ruby turned to the medevac team, "Can you guys give us a lift back up there? I mean," she flashed a glance at her sister as the stretcher disappeared into the airship, "you can just drop us off and get back to the hospital."

* * *

The sky was clear.

The rat king was dead.

Ozpin resigned himself to receiving the lecture he knew he deserved. But that would come later.

For now, his brow rose a fraction of an inch as Glynda explained the situation.

"Inside its ear? Well." His gaze darted upwards to the spears of ice jutting through the rat's skull. An impressive strategy. Still, if the Schnee heiress was somehow trapped... hm. It might take days for a Grimm as large as this one to dissipate, so waiting till then and hoping the girl was still alive was not an ideal solution. He settled both hands on the top of his cane, "I don't suppose we could simply send someone in after her?"

"We would need someone with a fairly petite build to fit in there," Glynda replied, bringing a hand to her chin in thought. Thought that was promptly interrupted by one of the medevac airships dropping down to land a few hundred yards away.

She watched as three people disembarked before the ship returned to the skies. One of them began running towards them far quicker than the other two. Pyrrha Nikos - the long red hair was a dead giveaway. And, if she wasn't mistaken, the two farther away appeared to be Jaune Arc and Ruby Rose. Glynda allowed herself a small smile. More of her students had survived the ordeal.

Pyrrha skidded to a stop before her professors. "Professor Goodwitch! Professor Ozpin! I'm glad to see you unharmed."

Glynda adjusted her glasses. "I'm glad to see you uninjured as well." She placed a hand on her student's shoulder. "Good work out there." Her expression turned serious as she glanced at Ruby and Jaune slowly heading their way. "Where are the rest of your classmates?"

Expression darkening slightly, Pyrrha stood at attention. "Ren, Blake, and Yang are with the medevac crew in critical condition. Ren with a severe stab wound, Blake with a severe head injury, and Yang with a severe... everything." Startled by the sudden scowl Professor Goodwitch shot at Professor Ozpin, she tried to offer some positive news. "Nora and Jaune and I are fine though, and Ruby is," she glanced behind her, "headed this way right now."

* * *

Ruby stared up at the Rat King. She had to tilt her head back so far she might have tipped over if she didn't have her arm over Jaune's shoulder for support. The monster wore a sparkling crown of ice. 'Wore' as in ' had one punched through its skull from the inside'. She'd thought her plan would work, but she hadn't imagined this. Just wow. Her awe came mixed with dread. It pooled in her stomach, grounding her.

Back in the medevac where every surface was either steel or spotless-white, she'd watched the med team rush to stabilize her sister, fixing her with IVs and shots and bandages, measuring her temperature and trying to distinguish fever from her semblance's natural effects. Ruby had answered whatever questions she could while one of the med team guys fixed her up with a bandage for her leg-she really needed stitches but a moving plane wasn't an ideal place to give them. The sharp smells of medicines and disinfectants were overwhelming. When they topped the ridge, Ruby had all but leaped for the open door.

"Ugh, why did they have to put us down so far away," she complained, and why was she still bleeding? Her bandage was already showing red. With one leg down, it was taking forever to cross the forest wreckage between them and the dead rat king.

"They'd have probably flown us further, but you kind of jumped out of the plane." Jaune adjusted his arm around Ruby's waist, "And... I'd offer to carry you or something, but..." his foot slipped off a downed tree branch in the pile they'd been climbing over and both of them crashed into a pile of leaves and twigs. "... well, we're almost there anyway."

* * *

Ozpin paid Miss Nikos the amount of attention due her as the pair of students disentangled themselves from the brush and approached. He missed Glynda's scowl entirely as he observed Ruby Rose's begrimed state and significant limp. The girl still carried her sizable weapon, currently at her belt in compact form. He gave a brief, calculating hmmmm before calling to his young student in an amiable tone.

"Miss Rose, it's good to see you're still on your feet, so to speak," he made note of the crimson showing through her bandage as he gestured to the massive Grimm, "do you suppose you could aid us in extracting your partner from a rather tight spot?"

"Huh?" Ruby hopped to keep her balance and process the Headmaster's question at the same time, silver eyes darting between him and Professor Goodwitch, "My partner as in Weiss? Is she okay? Where is she?"

Glynda's eyebrow twitched. Was that man _seriously _considering sending a clearly injured student on a rescue operation? She didn't even have to ask. Of course. Of course he was. He had that look in his eyes. And as much as she hated to admit it, they didn't have much in the way of other options. Her eyes landed on Ruby's, silver clearly shining with concern for her partner.

Stifling a sigh, Glynda jumped into the conversation. "Miss Schnee is still inside the Rat King's ear canal somewhere. I've heard no signs of movement, and I'm uncertain of her condition, but I am certain I heard her requesting help. The entire area is radiating extreme cold, so the longer she's in there the more likely she'll be to develop hypothermia. We need to act quickly."

Listening quietly to the discussion, Pyrrha glanced at Ruby's bandaged leg. She stepped forward and raised a hand. "Professor - I know Weiss isn't part of team JNPR, but she's still my classmate. I could go in after her."

Glynda smiled at her good-natured student. "I would have done so myself, if I could fit. Sadly, the opening is too narrow for any of us here," she looked back to Ruby, "aside from you, Miss Rose." Glynda tilted her head down to peer at Ruby over the top edge of her glasses, casting a quick glance down at her leg. "Do you think you can do it?" She fixed her youngest student with a stern gaze. "Do _not_ tell me yes unless you are one hundred percent certain. It won't do to have you both stuck in there."

By the time Glynda had finished her sentence, Ruby was already on her knees, hauling at the edge of the rat's ear, "Hey Weiss don't worry I'm coming in! Er," she glanced back at Glynda and Ozpin.

The Headmaster motioned for her to go ahead.

The edge of the Rat King's ear lifted then. Jaune shifted his grip on the frost-furred cartilage. "Just yell if you need, uh, moral support. Or something," his sheepish grin was a little strained with the effort of holding the rat's ear up.

"Sure thing," Ruby returned the grin and slipped into the chilled space beneath. She did her best not to let her leg drag so no one would stop her and tell her she was too injured, or something. The ear canal was narrow and black and smelled gross. Kind of like... well... dead rat. The cold mitigated the smell a little at least, or at least made Ruby's nose run. She adjusted Crescent Rose so the scythe hung a little closer to parallel along her body so she could fit. "Can you keep holding that up so I've got some light?" she called over her shoulder.

"You've got it," came Jaune's voice from out in the sunlight.

"Let me help you with that." Pyrrha went to Jaune's side and helped him heft up the Rat King's ear, flooding the dark fleshy tunnel with additional light.

"Here goes," Ruby wiped her nose on her sleeve and ducked inside.

Pyrrha watched Ruby disappear into the ear canal, awash with admiration. That girl was fearless.

Glynda's attention was elsewhere, gazing quietly at the last medevac ship hovering over the wreckage of the downed specialized extermination force ship. A pit settled in her stomach. They were looking for survivors. She glared back up at the Rat King. What they had accomplished here was a miracle by all accounts - they had essentially unearthed an ancient terror and destroyed it all in the same day.

And yet, despite almost half of her students emerging unscathed, they had still suffered heavy losses in terms of staff. Her eyes traveled over to the headmaster, ever the picture of calm. She did not envy Ozpin the task that lie before him; notifying all of the families of the extermination crew.

In a rare moment of clemency, she decided she would go easy on him with her lecture later on.

Ozpin himself stood lost in the past, his eyes distant. How many battles had he seen? How many students had he lost to Grimm more or less like this one? There wasn't any doubt in his mind that the darkness was growing stronger in Remnant.

Fortunately, so was the light.

He watched Mr. Arc and Miss Nikos wrestling with the giant rat's ear to provide a little daylight for their brave classmate.

* * *

In the small space among the spikes of ice in the rat's middle ear, Weiss stirred, opening and closing her fists. She couldn't feel her fingertips.

The Schnee heiress was no stranger to cold, indeed she preferred winter over other, warmer times of year; as such, she was quite conscious of the dangers of her current position, locked in the middle of her Dust-born ice.

Danger number one: freezing to death. Or the less deadly alternative, frostbite and hypothermia, which were still things to be avoided. She curled tighter in on herself, pulling her shoulder free of the ice that had formed where her body heat had temporarily unfrozen some of the rat tissue.

Danger number two: running out of oxygen. Her prison was small and tightly sealed as far as she could tell. Fortunately, this was far less likely to happen if she was freezing to death, as the human body tended to need a little less oxygen when it was halfway turned to ice, but still.

Oddly, she didn't feel particularly concerned about either of these scenarios. They were just intellectual possibilities. Still, she should try to get out, or her teammates might try and do something idiotic. If they were still alive, anyway. Weiss pushed herself a little ways up the wall and tried to get a better feel for her position.

The space that she occupied- that she'd reserved for herself largely by force of will- was completely caged by large needles of ice. Terrific. She gripped one in her hand and leaned some of her weight onto it in an attempt to break it off. It snapped with a sharp sound, like glass, and pain cut through her drowsiness as she scored her hand on another spike.

"Ouch!" she hissed, clutching her hand. She couldn't tell how much she was bleeding in the dark, but the dull pain promised a nasty gash. "Ugh, great. That was stupid."

* * *

The light wound up not being a ton of help; the ear canal was narrow enough that Ruby's body blocked most of what Jaune and Pyrrha let in. Still, it was better than working in the pitch dark.

It was cold inside, and grew colder as she worked her way farther in. She really missed her cloak. Her teeth chattered as she crawled and slid her way into a mess of little icicles. They shattered and tinkled on the floor of the ear canal. Ruby cringed, feeling rather like a bull in a china shop. An injured bull. At least the cold was helping with the pain in her leg. It didn't do a lot for the dizziness, but she could work with that.

The icicles got bigger as she pressed on until she was no longer able to get through them. Was Weiss in the middle of this? Ruby thought of the story she'd told before, about the hero who got caught in the Dust blast that killed the Rat King. Her chest tightened. She hadn't meant for that part of the story to come true.

Then she heard a snap, followed shortly by a snarling voice. Her spirits lifted at once.

"Weiss! Can you hear me? Are you alright? I'm going to get you out, so don't worry."

But how was she going to do it? Ruby couldn't exactly chip through the ice with her hands, and she didn't have room to wield Crescent Rose, unless she wanted to try to shoot through the ice.

… hm. Actually, that idea had potential.

Ruby squirmed to get her weapon off her belt and into her hands. "Hey Weiss, say something again, okay? And also you might want to duck." She gripped the bolt action lever and fumbled with the ammo cartridge to make sure that she still had a shot or two.

* * *

Weiss lifted her head at the sound of her partner's voice, "Ruby?"

That was Ruby, right? Weiss couldn't decide if she should be angry that her wounded partner was taking such a big risk or so relieved she might cry. Well, obviously she wasn't going to cry, but the question remained: "Ruby, what are you doing in here?"

A sharp report and the enormous crash of shattering ice interrupted her question. Weiss ducked, covering her head with her arms as frozen chunks of tissue rained down around her. What on earth?!

When she looked up, there was a sizable hole in the wall of ice needles, close up to the roof of the cavity, through which a small amount of gray light filtered in. This was somewhat eclipsed as her partner wriggled her way in, clearing out broken pieces of ice with her arm.

"Heya, Weiss," she greeted the heiress, "You okay?"

"Ruby Rose you _dunce _did you just- you-_you could have taken my head off!_ Of all the reckless, brainless, childish ideas in all of Remnant, firing your oversized gun at your _partner _has got to be the absolute_ worst_," Weiss only paused because she needed to breathe, and in doing so noticed that Ruby was holding her hand out for her. She allowed her partner to help her stand in the small space.

"Okay, uh, I guess can you climb out?" Ruby shifted in the small tunnel she'd made, "I'll back up to make room."

"Wait. I... I can't leave Myrtenaster." Weiss's sword was still embedded in the ice and bone. The two of them managed to get it free, and Weiss, shivering violently after her outburst, followed Ruby out. The heiress was clumsy with cold; she focused on moving while her partner talked a mile a minute.

"Wait till you see this guy from the outside, Weiss. It's crazy. And you killed him just in time- I was about to have to fight like twenty rats, but then they all just started dissolving and now I... am probably going to have to go to the hospital, but it's not bad! Er, as bad as Yang. Or Blake. And apparently Ren's not doing so hot either, but Jaune and Pyrrha are fine and Professor Ozpin and Professor Goodwitch are just out here," Ruby scrambled backwards out into the light under the cup of the rat's ear. Her face and hands and clothes were filthy with dirt from the tunnels and blood and fluid from the rat's ear. She balanced with most of her weight on her good leg while she took Weiss's arm, "Can you walk?"

"Of course I can walk," Weiss spat as she slipped out of the rat's ear canal, gripping Ruby but still completely failing to keep her feet under herself. She braced herself in the frost-coated leaves with her free hand and stayed on her knees a second while she squinted in the light and drank in air. Fresh air. It couldn't have been all that long since she'd last tasted it, but it seemed like ages.

* * *

Outside, Glynda's eyes had bulged at the sound of gunfire. Had Ruby Rose just mercy-killed her own partner? Had it been _that _bad? The outlandish thoughts left her moments later as the two exited the Rat King's ear, both very much alive. She let out a breath she hadn't realized she'd been holding. That accounted for all of them. All of her students, injuries aside, alive and in one piece. She noticed Weiss shivering.

"Miss Rose, Miss Nikos. Please stick close to Miss Schnee for the time being. Body heat is the best defense against the onset of hypothermia."

"N-no, you really don't have to—" Weiss's protests were cut off midway as Ruby hugged her and Pyrrha put an arm across both of their shoulders, pulling her close with an apologetic smile.

"No worries, Weiss," Ruby grinned, balancing on her good leg with her arms around Weiss's neck, "We'll have you warmed up in no time!"

Pointedly ignoring the heiress's scowl as her classmates squished her between them, Glynda pulled out her scroll and signaled the remaining medevac ship. When it arrived, Ozpin stood by to usher them up the step. He shared a report that stated the other vehicles had returned to Beacon safely and delivered their patients to the highly trained doctors the school had on staff. They were in the best of hands, and their conditions were stable as far as he knew. With that, he and Glynda took their seats at the front of the vehicle.

Ruby leaned back and stared out the window. The enormous form of the dead Grimm Rat King receded as they rose.

She was suddenly tired—very tired. Way more tired than she'd been on the floor of the cavern, looking after her teammates. Her fever had flared back up and a smudge of crimson was already showing on the new bandage the med team had fixed her up with. This time, they'd gone ahead with the stitches.

Next to her on the bench, Weiss sat with her chin up and her shoulders back, smeared with grime but the picture of dignity, wrapped in a blanket one of the medical team members had produced from under a seat. On her other side, Jaune brushed dust from his hair and rechecked his belt buckle. Pyrrha was watching the red sea of Forever Fall's trees slide past below.

What had started out as a field trip to collect samples had turned into… well… Ruby winced, "Next time Beacon's biologists ask us to collect something, let's bring extra ammo. And bandages."

"And bags for samples," Weiss grumbled.

"Yeah, those too. Oh, that reminds me," but Ruby had to yawn and somehow fretting over what had become of her cloak came second to closing her eyes and leaning her head back against the wall of the ship. There were bigger things to worry about anyway. She would have to go find it another time when her leg didn't hurt and her head wasn't aching and the rest of her team was back on their feet.

No one seemed to notice she hadn't finished her sentence anyway, and the rest of the trip back to Beacon passed in exhausted silence.

* * *

**A/N: This is the last chapter for this story- thanks for the reviews, folks! (To the bloodthirsty anon: looks like Ruby's off the hook with debilitating poison and a gaping leg wound this time. Too bad! But stay tuned to our fics- her turn to get wrecked will come around. Probably.) **

**Epilogue will be up Wednesday to tie up loose ends. Thanks again for sticking with us. This is our first long-ish story, and it's been a blast!**

**-Fiercesomest**


	16. Epilogue

The very next day, classes were called off for an impromptu awards ceremony.

It had been Ozpin's idea - a way to lift the school staff's spirits, many of whom had been devastated to hear the fate of their comrades, and also to inspire the other students, many of whom had no idea what had even transpired.

So it happened that the main auditorium was packed, applause ringing through the vaulted space for the students who had stopped the monstrous Grimm in its tracks.

Glynda watched from the sidelines as Jaune and Pyrrha accepted medals of honor on behalf of team JNPR - Nora had refused to leave Ren's side for even a second - and Weiss, regal as ever, stood alone to accept medals of honor on behalf of team RWBY. Ozpin had suggested giving Glynda her own medal of honor, but she shot the idea down without hesitation.

Her reasoning was simple - this was their victory. These young men and women who were training to hold back all of the world's darkness had performed above and beyond what anyone had expected, and had come out alive, if somewhat worse for wear. Yang Xiao Long and Lie Ren would be in intensive care at least another few days, recovering from the worst of their wounds, and everyone who came into contact with the rats' poison would have to go through an extensive antitoxin course. But for the most part their condition seemed stable.

Glynda Goodwitch turned, her cape following obediently as the applause rang out again for the trio on the stage who represented the two teams of students.

It would be a long road to recovery for some of them, and she certainly didn't envy them it.

* * *

**A/N: Thank you guys SO MUCH for coming along on this wild ride with us. We are ridiculously excited about everything - followers, reviews, all of you, keep being awesome. Also, keep an eye out for the sequel... ;3**

**Hugs,**  
**Defenestrator**

**A/N part II: Yeah, Defenestrator said all the important stuff. You reviewers are awesome. We'll miss you, random bloodthirsty guy! And the rest of you totally stay tuned. We've got crazy stuff planned. It's going to be a blast.**

**- Fiercesomest  
**


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